Penny Parker Prompts
by EmilyF.6
Summary: A series of unrelated one-shots about Penny Parker based on prompts sent to me on Tumblr or in comments. (Or that I stumble upon somewhere else.) Female Peter Parker!
1. Chapter 1

**Prompt: Penny and Wanda get into a fight when Wanda is mind-controlled/drugged.**

Penny swung from building to building, dodging a laser beam shot her way, then flipped, landing on the balls of her feet, knees bent, beside Wanda who's whole body was covered in a red glow. The Scarlet Witch grinned over at her, nodding. "What do you think?" Wanda asked, flinging a huge chunk of concrete at the nearest flying robot droid alien thing. It had been a big enough deal that Mr. Stark had asked Penny to come along. They'd been fighting for about twenty minutes when Penny arrived, suited up and ready to fight, and for the last thirty minutes, they had been slowly, methodically getting rid of the robots that Penny had never quite gotten the backstory of.

"They're not too hard to take down...but there must be hundreds of them," Penny told her, taking a breather for just a second, then shooting a web at one of the robots that dived toward them. She pulled hard, leaping to the side and letting it crash land on the concrete. Natasha and Steve had already cleared the area of civilians, so they were free to fight without worrying too much. Still, they tried to keep the structural damage to a minimum, so Penny had been trying to keep them away from the buildings and instead, throwing them to the street which Mr. Stark was going to pay to have repaved. "Where did they come from?" She asked, speaking loudly enough that she wouldn't have to use her comms. They seemed to be attacking her more now that she was on the ground with Wanda.

"We don't know. Bruce is back at the Compound looking into it. If we can figure out who made them, we can take them down too. Stop them from doing something like this again."

"So...not alien?"

"They're definitely using alien technology," Wanda told her, taking another one down while Penny dodged, heart racing as another came diving toward them. Why were they suddenly focused on the two of them?

Just then, Captain America landed beside her, bringing up his shield to protect both of them from the debris that had been flying their way. Penny barely noticed...her suit was thick enough to protect her from most of it, but she was sure she had a couple of cuts and bruises. She'd be fine, though. "You two okay?" He asked, and she nodded.

"They're coming after me more when I stay in one spot." He flung his shield at one giant robot while Penny shot a web at another. They moved like giant grubs, undulating and flying in ways that didn't make much sense. But they were fast, with sharp noses and bodies in spikes. They seemed to attack mostly by just running into things, which didn't seem to Penny like the most effective way to attack. Still, who was she to question the weird alien-like robots attacking New York. Others could shoot lasers, and those were the ones to watch out for.

"Cap, I need you over here. Now." Falcon spoke into the comms. "We've got civilians trapped in here...at least thirty."

"I thought we cleared the area!" Mr. Stark cried, and Penny spotted him flying overhead, three robots on his tail, and Rhodey followed, shooting at them and trying not to let them destroy any buildings.

"I guess they were trapped!" Falcon called, and Steve took off in his direction, leaving Penny and Wanda once more to fight alone.

Penny didn't mind. Wanda was one of the more powerful Avengers, and one of the only ones that didn't treat her like a kid. Instead, she treated her as an equal, probably because they were the closest in age, with Wanda being maybe 20 or 21...Penny had never really asked. They worked together well, had sparred together plenty of times, and could often be found sitting together in the living room of the Compound on weekends, Penny working on school work while Wanda read a novel, the two of them fighting in companionable silence.

Penny spent a lot of her time at the Compound down in the labs with Mr. Stark where they worked together on suits or science projects or whatever else they were in the mood for. But in the evenings, she and Wanda had started watching movies together or playing card games that the others would sometimes join in. It was almost like having a sister. Penny loved it, and Wanda seemed to enjoy her company, so she was happy to fight alongside her friend.

Then, before Penny's spider sense could even go off, Wanda cried out, dropping to her knees. "Wanda!" She called, turning to find the girl grabbing her neck, then pulling something out...it looked like a needle. She groaned, swaying on her knees, and would have collapsed had Penny not leaped to her side, slamming a fist into the robot thing that had gotten close enough to stick her with it. It didn't look like any of the other spikes...this one was blue and green, swirling colors coming to a point of dark red, the whole thing about six inches long. Penny swore under her breath, looking around and finding that no one was nearby...not even the robots seemed to be bothering them anymore.

"Penny?" Wanda murmured, and Penny got an arm under her. No one ever called her by her first name while they were fighting. Ever.

"It's okay. I'm going to get you somewhere safe." She assured her, turning and crouching a little. "Hang on to my back. Wrap your arms around my neck. You're not heavy." Wanda clumsily followed her directions, blood dripping from the wound on her neck, but her pupils were dilated, eyes trying to roll back. Penny got her into position, then webbed her hands together around Penny's neck so that she wouldn't fall off. "Um...hello?" She asked, still not 100% sure if she was supposed to be using the comms.

"We copy, Spidergirl. Everything okay?" Mr. Stark asked, patient as ever.

"Wanda got hit. Some kind of needle or something...she's unconscious. Can I...I need to get her somewhere safe."

"Take her to the Tower. It's closest. Bruce is on his way in the jet." Steve ordered.

"You need a lift?" Iron Man asked, but she knew they were all still dealing with the robots. She could do this.

"No...I'm okay." She shot a web at a close by building, swinging into the air as quickly as she could, too worried about her friend to enjoy the familiar thrill of swinging through New York.

* * *

"Okay. Call if she starts to get worse. Bruce should be there in thirty minutes, tops." Steve told her. She swung, making it to the tower in less than ten minutes, landing on the outside of the top floor of the building which was Mr. Stark's private level. She had access, though, and FRIDAY opened the closest window, admitting her and updating her on Wanda's condition without being asked.

"Hello, Penny. Wanda seems to be regaining consciousness, but her heartbeat is elevated." Penny broke away the webs holding her friend's hands and eased her onto Mr. Stark's sofa, knowing he wouldn't mind. Penny had once staggered into the room after being stabbed and he'd pushed her down onto the sofa, incredulous that she was worried about bleeding on his furniture.

"You're more important than this sofa, Penny." He'd snapped. "People are more important than furniture."

She hurried into the bathroom, pulling off her mask as she went and placing it on the TV table, then found a first aid kit, carrying it back into the living room. She was surprised to see that Wanda was sitting up, a hand against her head as she swayed a little. "Wanda?" She asked, pulling out a tiny bottle of alcohol and a piece of gauze to put over the wound on the side of her neck that sat right above her collarbone. She hadn't had any trouble breathing, so she knew it hadn't hit her jugular or anything too important. Still, who knew what could be on that alien crap. She would have guessed a sedative, with the way Wanda had been acting. But now her friend was staring at her, blank faced. "Hey, it's okay. I'm just going to put this on your neck. Who knows what kind of alien germs…" Her voice cut out when Wanda grabbed her wrist in a firm grip, eyes going from the normal green to a bright, familiar red. "Wanda…"

And then she was flung backward, stumbling until she knocked against the wall. "Wanda, what?" She started, then had to duck when the coffee table was flying through the air toward her, surrounded by a red glow, then crashing into the wall and splintering into a million pieces that cut gauges in her cheek. "Wanda, stop!" She cried. "It's me! It's Penny!" A bookshelf moved from the side of the wall, flying toward her, and this time she barely managed to jump in time, feet landing on the top of the shelf, then leaping to the other side, landing closer to Wanda. "Hey! Wanda, stop!" She snapped, then gasped when something small...the remote, apparently, hit her in the head with enough force to knock her sideways.

She sprung into action, racing toward her friend, ducking under the books, an expensive looking vase full of flowers that Mr. Stark has bought Pepper, and finally, an armchair. Something was obviously wrong, but Penny wasn't wearing her mask to use the comms! The closer she got, the angrier Wanda seemed to be, and when she was finally on grabbing distance, the Scarlet Witch surrounded her with that red glow, throwing her so hard that has crashed into the giant TV on the far wall, glass going into her back as the entire thing caved in and dropped to the floor with a noise and force that made Penny's head pound.

FRIDAY. She could ask FRIDAY to send for backup. She pulled herself to her feet, ducking another projectile and tried to shoot a web...it was too hard to concentrate on aiming when Wanda was moving so quickly while throwing things at her from all sides. "FRIDAY, send for help! Tell them Wanda is drugged or something!" She called.

"Of course, Penny:". The AI answered, and Penny shot another web toward her friend. If she could just restrain her...but the webs went to the side of her as the woman dodged easily. The red glowing power surrounded her again, this time throwing her into the kitchen bar, bottles and glass shattering around her. She felt glass sticking out her back and she groaned in pain...her suit was thick, but not thick enough to keep out that much glass at that force. She was soaked and the smell of alcohol burned her nose. Really, really expensive bottles of alcohol. That belonged to Mr. Stark. Ruined.

She shot a web at the vaulted ceiling, swinging toward Wanda and managing to get close enough to land on her, taking her down and making sure to cushion her head. "Wanda, stop! It's me! It's Penny! You don't have to…" Managing to get her hand in position to shoot a web, she tried to web one of Wanda's hands as she pleaded with her friend to stop. Then she saw movement in the corner of her eye.

She gasped, words dying in her throat when a piece of glass was jammed into her stomach. "Oh…" She whispered, blinking and trying to meet her friend's blank gaze. Wanda sat up, shoving her off, and Penny dropped to the floor, mouth open as she tried to breathe. "Wanda…"

Wanda pulled back a fist and Penny felt her nose snap, head cracking against the floor. "Please…" She couldn't lift her arms...she felt heavy and numb all of a sudden, except her stomach that hurt so bad. Her head spun...everything was moving. Why was the ceiling moving? "FRIDAY…"

"Iron Man is en route. I'm sending your vitals." She heart the AI say as if from far away. Wanda's fist hit her again and she tasted blood. Blood and alcohol. She was too young to drink. But one time, Mr. Stark had given her a sip of scotch, chuckling when she had coughed and pushed the glass back to him. He'd given her a firm pat on the back.

"I'll make you a margarita when you turn 21...you'll like that a lot better." He'd promised, the look in his eyes soft and fond.

She needed him. Needed his help. Wanda was hitting her, eyes blank as her fist came down on Penny's face again and again, and Penny was wondering if she'd survive long enough to taste that margarita when there was a crash close by. Something else of Mr. Stark's had broken.

Wanda was pulled off her then...she wasn't sure how long had passed since her friend had started hitting her. Her mouth was open and she stared at the ceiling, gasping and crying, a weak hand on her stomach where the huge piece of glass still jutted out. Then someone was leaning into her field of vision, a hand touching her cheek. "Shit! Her vitals are dropping! Bruce!"

"Mr…". She whispered, not able to get his name out."

"It's okay. It's okay, honey. Hold on." He urged.

"Didn't mean…" She choked out.

"Hush, sweetheart. It's okay. Bruce! She's been stabbed. We need to get her to the Medbay!"

"I've got her." Steve stepped in, stooping and carefully...so carefully and so slowly, lifted her into his arm. "Hey, Penny. It's okay. Thor has Wanda restrained. You're okay." Penny shook her head, resting it against his shoulder and coughing, blood dripping from her lips.

"She didn't mean to."

"I know, Penny. It's okay. We're going to fix her too." Penny nodded, closing her eyes. "Hang on...just...don't sleep yet. We've got to get you into the Medbay. Bruce is going to fix you up."

She must have fallen asleep anyway, because the next thing she knew, Bruce was talking. Mr. Stark was right beside her, murmuring something, but all she could focus on was Bruce's urgent voice. "She's covered in glass. Tony, hold her upright for a second. We're going to try and get rest of it out of her back. Steve, grab me that...no...the...yeah." Something pinched her arm at the inside of her elbow, and then the pain receded...even the pain in her stomach wasn't so bad. "Hold her...there...good." He said as Mr. Stark lifted her just a little, and then there was pressure in her back. Not bad...she felt kind of dizzy but not too bad.

"Hey, honey. You with us?" She mumbled a yeah in response to Mr. Stark's question, not sure how accurate that was. "We've got you on some pain meds. How do you feel?"

"M'kay."

"Good." He brushed her hair back. "We're going to get this glass out of you...you can rest. You're going to be okay. I've got you."

Mr. Stark had her. And if Mr. Stark had her, she was safe. So she closed her eyes and let him hold her up, hoping that it would all make more sense when she woke up.

Tony banked around a building, flinching when one of the robots took off a chunk of concrete. Wanda really would have been useful at the moment, but honestly, he just hoped that she and Penny were okay. They had no idea what kind of poison these things carried, not to mention bacteria...still, Penny hadn't seemed too worried, so he figured she was okay. Bruce would be able to take care of her, and in the meantime, she had Penny.

Those two had gotten closer and closer ever since meeting. Things had been a little tense at first...after the Accords had been rewritten, the other half of the team had come back and some of them had moved back into the compound while he primarily lived in the tower. The others visited sometimes...Wanda had been leery of visiting the tower at first, but then she and Penny had met. The two hadn't really talked much at first. Then, slowly, they'd started reading in the same room, eating breakfast together...eventually, the two had become close friends. And, since Penny trusted Tony absolutely, Wanda was coming around. It was something he'd always be grateful to Penny for...she'd brought the team together, closer then they'd ever been. Everyone loved her.

"Boss, Penny is requesting help back at the tower," FRIDAY informed him, her voice urgent. He paused at that. Penny knew they were in the middle of a fight...she wouldn't call for help unless she really needed it...and even then, she might not.

Then again, maybe she just needed help finding the first aid kit.

He really hoped she just needed help finding the first aid kid.

"Patch her in."

"I'm afraid I cannot, as she is not wearing her mask. She is currently being attacked by Wanda Maximoff who appears to be under the influence of some kind of drug. Penny is not fighting back."

"What?" He whispered, already turning back toward the Tower. Swearing under his breath, he looked around. He needed someone strong. "Cap, Thor, I need you with me." He demanded, barking the order into the comm. "Hurry."

"Where?" Cap asked, and Tony was grateful that they were in a place where Steve would just trust him...they really had made progress.

"The Tower. Spidergirl is in trouble...Wanda's been drugged. She's attacking Spidey and FRIDAY says she's not fighting back." Because of course she wasn't. Because his girl loved Wanda and would never try to hurt her. Ever. Even if she was attacking her. "We need to get there now!"

"We're on our way!" Thor confirmed, and Tony glanced down to find Steve sitting on his motorcycle, Thor approaching fast, and Tony shot toward the tower, pushing his suit as hard as it could go.

The window shattered when he crashed through, not willing to waste time and use the balcony. His living room was a disaster...furniture overturned and his TV in pieces on the floor, his entire bar and supply of alcohol ruined, the floor soaked in booze. But the first thing he focused on wasn't the chaos of his stuff. It was Wanda, sitting on Penny's chest, bringing back a fist and punching his kid in the face, then pulling back to do it again.

He grabbed her before she could, fighting to grab her arms, heart stuttering at the sight of Penny on the ground, arms limp at her sides, a huge shard of glass sticking out of her stomach. She was staring up at the ceiling, mouth ajar, wheezing softly for breath. Without meaning to, he took stock of the damage. Broken nose, black eye, possible fractured cheek, concussion, bruises. So many bruises.

"Wanda!" He barked, trying not to hurt the girl but also feeling the rage rise up in his chest. She could have killed Penny. It wasn't her fault, and he knew that, but...she could have killed Penny. He tightened his arms around hers, pinning them to her sides, and then Captain America was approaching, needle in hand that he stuck into Wanda's neck. She went stiff, screaming and thrashing for a moment before going limp. Tony dropped her, letting Steve grab her, while Thor stood frozen beside Penny, mouth open, hand half-outstretched.

Tony climbed out of his suit as quickly as he could, crouching beside her and moving into her line of sight. He was speaking…probably reassuring her that everything was okay. But the glass in her stomach jutting out, and her nose and mouth dripped blood, eyes already bruising. Her pupils were huge, blown up and covering almost her entire eye. And she was laying in a growing pool of blood and glass, her suit smelling so strongly of alcohol that he flinched. She'd been thrown into the bar...Wanda had thrown her into the bar. She was full of glass...glass that they would have to remove.

Thor scooped Wanda up, taking her away, and then Bruce was there. Tony spoke in fragments, trying to explain that the girl was filled with glass and bleeding and concussed, but Bruce put a hand on his shoulder. "You've got to breathe, Tony. We're going to get her to the Medbay. Steve, can you carry her? Be careful of that glass in her stomach. We don't want to risk moving it." Steve nodded, face grim as he picked her up, easing her slowly into his arms and standing upright, then moving gingerly toward the elevator.

When they got her to the Medbay, Steve laid her in the closest bed, and Bruce immediately ordered Tony to grab towels which he pressed to the girl's stomach. "Okay. I have to remove the glass from her stomach first before it does anymore damage." He murmured, as if speaking to himself. And then he was pulling a huge, ragged piece of glass that had come from an oversized whiskey bottle out of the girl, Tony rushing in to put pressure on the jagged cut. "It didn't go too deep...she's okay. Vitals are stable...she's losing blood but her body is healing." Tony didn't want to think about what this would have been like had the girl not been enhanced.

She would have been dead.

Then he was being ordered to lift her, just enough so that Bruce could start picking glass out of her back while Steve handed over the good drugs and Bruce injected them...and then Penny was awake. She didn't seem much more coherent than before...before she'd said something about Wanda...that Wanda hadn't meant it. And sometimes Tony wondered if this girl could be any more good. Understanding. She was only sixteen, but already, she seemed to get it. Of course Wanda hadn't meant it. She'd probably never blame Wanda for this. But Tony knew he would struggle with it. The others might too. Because the girl was broken. Penny looked like she'd been hit by a truck...or the Scarlet Witch. And yet...she hadn't fought back.

She was asleep after more reassurance. He didn't know what he was saying, only that he wanted her to feel safe. So he let his mouth take over, remembering his mother and how she would comfort him when he was sick or scared. It took Bruce half an hour of painstaking, careful work to get all of the glass out of her back, then he doused her cuts with alcohol, carefully dressing the girl in pajamas while Steve and Tony turned away. He would have had Pepper do it if he could, but she was at the Compound.

When the girl was changed and asleep in her new, clean bed, he finally let himself breathe again, head dropping back against the wall. "FRIDAY, how's the team?" He asked, glancing over at Steve who had taken a seat on Penny's other side, Bruce having gone to the lower floor where Thor was waiting with a sedated Wanda.

"The Avengers have destroyed the remaining robots and are on their way back to the tower." He nodded, reaching out and taking Penny's hand. It was bandaged, along with so much of her visible skin. The cuts were healing, of course, but Bruce had warned him that, with all the damage, her healing might be a little slower, so she should remain in bed at least until the next morning. Tony was happy to keep her there. He wanted her safe. Just for a little while.

Steve left as soon as the team arrived downstairs, promising to brief them on her condition. Bruce stopped by a little later as Penny slept, letting him know that Wanda was waking and seemed to be herself again and that he was going to be taking blood samples to figure out what had happened. But all Tony could think about was all that blood...how it had covered his floor and Penny's suit...how it had dripped from her mouth and trailed down the side of her face. And her eyes, red from crying. She looked so small. He knew she wasn't...well, she was small, physically, but she was strong. Stronger than any of them. And fast and smart and brave. But she was only sixteen and he'd let her go back to the tower with an injured teammate who had turned on her.

Penny stirred, her fingers curling a little around his, and he squeezed her hand gently. "Penny?" He asked, leaning forward.

"Mhm?" She groaned, eyes squeezing tightly shut, then relaxing, then squeezing again, nose wrinkling as she fought to wake up. Tony felt himself smiling just a little, thumb rubbing over the back of her hand.

"You can do it, kiddo." He encouraged, leaning in. She finally did, eyes peeling open as she stared up at him. "There you go."

"Mr. Stark?" She slurred, pupils still too big. Bruce had reset her nose, thankfully when she was still asleep, and had assured Tony that FRIDAY was monitoring her at all times, so she could sleep. In fact, he'd told Tony, sleep would be the best thing for her, next to food, and he had a protein shake in the fridge ready for her.

"Yeah, kiddie. I'm right here." She narrowed her eyes, apparently searching her memory, then, finally, her eyes went wide.

"Wanda." She whispered. "Is she okay?"

Tony took a deep breath. "Yeah, Pen. She's okay. We sedated her and now she's back to herself as far as we can tell."

"It wasn't her fault." Penny seemed to be begging with him, and he tucked some hair behind her ear, letting his fingers trail through her long hair which had been full of glass and blood before Bruce had washed it.

"I know, hon. We all know. We're going to make sure she's okay."

"I should have left my mask on." The girl murmured. Tony shook his head.

"No, kiddo. You did everything right. There was no way you could have known."

"May?"

"We haven't called her yet." Penny nodded, head seeming to sink into the pillow. "You're healing pretty fast, considering. You've got lots of cuts and the big one in your stomach, but nothing too bad." That was an exaggeration. It had been bad...but it was better now and there was no need to scare her. "Your healing is working overtime which is why you're so tired...that and the pain meds. Are you up for a protein shake?" She nodded, and he piled pillows behind her, adjusting the bed so that she was sitting up.

He watched her drink the shake, sipping the chocolate drink through a straw, and her pale face seemed to regain some color. By the end of it, Penny seemed more awake than before, shifting on the bed and glancing down at her arms which had been wrapped in gauze. "I'm sorry about your living room." He rolled his eyes fondly. Of course this kid would be worried about his crap.

"Don't worry about that, Penny. You know I don't care. All of it can be replaced." She hesitated for a second, so he leaned in. "What's up, kid?"

"Can I see Wanda?" He sighed. Tony hadn't seen Wanda since they'd taken her away, and he wasn't sure he wanted to. No, none of this was her fault...but he'd seen her on top of his kid, Penny laying in a pool of blood, punching her in the face. But Penny wanted to see her. Because Penny was better than him. So he nodded.

"Sure, kid. I'll go get her." So, leaving her with her cellphone and the remainder of her protein shake, he went first to the lab, then to the common room...and then to her bedroom, which was where he found her. He could hear noises from inside, so he went to tap on the door, but as soon as his knuckles touched it, it swung open...it hadn't been shut all the way. He glanced inside, not wanting to violate the girl's privacy, and couldn't help the way his heart clenched when he saw her.

Wanda was sitting on the edge of her bed, leaning forward, hands cupped over her face, as she watched the footage on her TV. It was Penny standing with first aid kid in hand, mask off, and Wanda on the sofa, staring blanking at the girl. The volume was turned almost all the way down, and the camera was on the ceiling, but it was a good quality video. He stood in the doorway, watching as Wanda used her magic to fling things at Penny on the screen, the girl dodging almost everything. Then Wanda had thrown her into the TV...Penny had managed to almost web Wanda once...but the woman's magic was too fast and Penny had been too dazed and too busy dodging the projectiles thrown at her to really aim.

When it got to the part where she was thrown into the bar...then when she finally restrained Wanda, his stomach dropped. Because without hesitation, Wanda reached over and grabbed a piece of glass, plunging it into the girl's stomach. And then Tony couldn't watch anymore. Couldn't stand the expression on Penny's face...fear and pain and shock. So he turned to Wanda instead.

The Scarlet Witch seemed fine, except for a bandage wrapped around her hand. Probably from where she'd grabbed the glass. "Is she okay?" Wanda asked, her voice shaky.

"Yes." Tony nodded, clearing his throat. He didn't move into her room, just hovered in the doorway. "She's awake now. Bruce got all the glass out." Wanda nodded.

"I'll be gone in the morning. Can I pack first?" He blinked, then stepped into the room, reaching out and touching her shoulder. The girl stiffened, as if waiting for a blow, but he kept the hand where it was, and she relaxed after a moment.

"You don't have to leave." He assured her, voice soft.

"I nearly killed her...I would have."

"Penny's pretty tough." He reminded her.

"You love her." Wanda looked up at him, face open and tortured. "You love her. She's basically your daughter, and I tried to kill her."

Tony wasn't going to argue with the first part. That much was true. Sighing, he gestured toward the bed and she scooted over, making room, his hand remaining on her shoulder. "That wasn't you. You wouldn't hurt her. You love her too." Wanda sighed. "I'm not going to make you leave. You were drugged. None of it was your fault." She didn't reply. "Penny asked me to get you. She wants to see you." Wanda scoffed.

"She shouldn't want anything to do with me." Tony shrugged, laughing a little.

"Who knows what goes on in that girl's head?" A reluctant smile tugged at her lips. "Look, kid, I'm the poster child for blaming myself for things that aren't my fault, and I know things were...rough between us before. But I do not blame you for this. Neither does the rest of the team and, most importantly, neither does Penny." He dropped the hand he'd had on her shoulder, clasping them in his lap. "She asked if she could see you. Now, I can either tell her you're not feeling well or you can come down and listen to her assure you that none of this was your fault."

Wanda hesitated a moment before she finally stood. Tony got up with her, and together, they made their way back to the Medbay where Penny waited anxiously for her friend. Tony stood in the hallway, watching as Wanda approached, reaching out to take the hand Penny offered. He'd be lying if he said he wasn't anxious...wasn't watching for any signs of aggression.

After a long moment, Wanda sat on the bed beside her friend, whispering something he couldn't make out, and Penny leaned forward even though it must have hurt, throwing her arms around the older girl. "Keep an eye on them, Fri." He murmured, turning to give them some privacy. He'd let them talk, and in the meantime, he'd update the team.

 **Thanks for reading!**


	2. Chapter 2

_**Prompt: Penny hears Mr. Stark calling someone a nuisance and assumes he is talking about her.**_

"I don't have time for this...damn it." Penny paused in the hall, freezing midstep. **  
**

Penny knew better than to eavesdrop. She knew better than to stand outside Mr. Stark's lab and listen to him talk...but she'd asked Karen to tell Friday she was coming. Had Friday not told him? She wasn't 100% sure that her wrist was broken, but after slipping off the side of a wet brick building, her sticky fingers failing her for the first time ever, she had managed to swing back to the tower, cradling her painful wrist against her chest the whole time.

The last time she'd been hurt on patrol, it had been a little more serious. Concussion...four men breaking into a house, and they'd had guns. She hadn't been hit by any of the bullets…thankfully her Spidey senses had prevented that. But she had taken a crowbar to the head at some point, which had led to her staggering home only to pass out in the bottom bunk of her bed.

Aunt May had been working an overnight shift at the hospital, so it had been Mr. Stark who had found her that night, coming in through the window she'd forgotten to close and anxiously demanding an update from Karen. Penny had missed all this, waking hours later to a concerned Doctor Banner and a terrified Mr. Stark.

"I'm adding protocols to your suit…". He'd told her first thing. "You get a concussion, Karen is going to alert me."

"Oh…okay." She'd mumbled, and he'd sat beside her on the bed, brushing her hair back and sighing.

"Try not to do that again, would you? Just...if you get hurt, call me. Okay?" She'd agreed. Still, when she'd felt her wrist snap, she hadn't called him. She'd curled up in a ball, gripping it tightly and biting down on her good hand to keep from screaming. And then she'd made her way to the Tower, asking Karen to tell Friday to let her in.

She stood in the hallway outside of Mr. Stark's lab, heart stuttering to a stop. "I mean...shit, Pep, does she expect me to drop everything every time she calls?"

"Come on, Tony. She needs your help." Pepper told him with what sounded like a laugh.

"Oh, I'm well aware. You ever met someone so needy?" Pepper laughed again and Penny almost gasped aloud with the pain. Blood flooded her face and she felt shame in her chest.

"She's young. You've got to give her some time to figure these things out." Pepper reasoned.

"She's a nuisance." Penny clamped her good hand over her mouth and turned, fighting back the tears that threatened to fall. It hurt...it hurt so much. She couldn't breathe...couldn't think beyond getting out. She had to get out.

She ran up the stairs, yanking her mask back on as she raced toward the living room, toward the window where she'd come in. She was sobbing, gasps escaping her mouth. He hated her...she annoyed him. She got on his nerves. Because of course, she did. Of course, she was a nuisance. She was a stupid child that couldn't do anything right and he hated having her around.

The chest she ran into was solid, and arms gripped her shoulders. "Woah...Penny?" Captain America steadied her, and she was glad she was wearing her mask. "Hey, are you okay? What happened?" He demanded, voice gentle as he held her upright.

She yanked away, shoving him back to hard and racing toward the window, not able to stop the sobs. She jumped before he could recover, shooting a web with her good hand and swinging as hard as she could, body twisting to keep up as she escaped the Tower, ignoring Captain America's shout for her to come back.

"Penny? You seem to be in…"

"Mute!" She snapped. He'd made Karen for her. Made her the suit and the AI. Why? Why would she do that if he thought she was a nuisance? If he didn't want her around? She could barely see for her tears, could barely see anything through the water pouring from her eyes. But by some miracle she managed to swing one-handed, landing clumsily on rooftops before swinging again.

She finally found herself on a rooftop all the way across town...a part of town she'd never been to before. A part of town she wasn't allowed to go to according to May. She let her legs dangle from the rooftop, face hidden in her hand as she cried, the pain starting in her chest and pushing outward, making her body feel like it was going to explode with it. She'd thought...she'd thought that he loved her. That he saw her as...well...family. Kind of. Maybe. Of course, she'd never said it before. But...the way they'd spent more time together and the way he'd put a hand on her shoulder sometimes…sure, they hadn't hugged. They weren't there yet. But...maybe one day.

No. Not one day. Not ever. She wouldn't bother him anymore. That's what she'd been doing. Bothering him. He didn't want her bothering him. He thought she was a nuisance...a kid that bugged him and...and...the pain was worse. She sobbed, her mouth open as her pain escaped in ugly, too-loud sobs. First her dad. Then uncle Ben. Now...now. Mr. Stark. She had no right to be so hurt. No right to feel this much pain. He wasn't her father. He wasn't her uncle. Hell, he didn't even want to be her mentor. Why did she do this? Why did she have to act like such a baby, imprinting on every single person that showed her any passing kindness? She didn't deserve to be an Avenger. Didn't deserve to be a superhero.

"Penny?" Karen almost sounded...hesitant. She blinked, wiping her cheeks under her mask.

"What?" She whispered. She would go home and change. Drop the suit off at the tower. Never bother him again. She wouldn't be a nuisance anymore. Wouldn't impose on his kindness...his charity, any longer. Never. She would get her old suit out and try to improve it. Maybe one day, she could prove that she was mature...a superhero that deserved to be there. The tears came faster and she wiped them again.

"There is a gas station robbery two blocks away...several armed robbers are holding five hostages at gunpoint."

She moved without thinking, tears still drying on her cheeks. So Mr. Stark didn't want her around. So he thought she was a nuisance. She had been Spidergirl before Mr. Stark had recruited her...she would be Spidergirl now. "I'm on my way. Show me, Karen." She murmured, using her left hand to swing, wishing it hadn't been her right wrist that she'd broken...she'd have to do something about that eventually. For the moment, she swung as best she could, racing toward the gas station that was lit up in her mask's display.

Mr. Stark was still in the back of her mind, but she tried not to think about him...tried to think about the people being held hostage. She had to help them...she was a hero. She was Spidergirl. Landing on the roof of the gas station, she crawled along the back wall, shoving down the pain as she was forced to use her right arm. With a shove, she was able to open a back door, webbing a man with a gun to the wall, adding extra webbing to his mouth so he wouldn't shout, but not enough to prevent him from breathing. Then she kept going, sneaking through the back storeroom where they kept boxes of non-perishables and the beer refrigerator, then found the employee door where she could see the hostages.

There were two big guys that sat on the floor, glaring at the five men in masks. The cashier wore a nametag...she was maybe twenty-one or twenty-two, pale and terrified as she leaned against the counter, head in her hands. There was another woman too, with a child on her lap. The little boy was crying, face pressed into the woman's collarbone. She rubbed his back, whispering something Penny couldn't make out, and one of the men in masks kicked her, snapping at her to shut up.

Penny felt a wave of anger, crouching behind the employee door and staring through the tiny window, wondering if there were more armed men. She couldn't risk it...couldn't risk busting in. Not with those people in danger. So, smiling a little to herself through the tears that were still drying on her cheeks and eyelashes, she ducked behind a shelf, making sure she was out of sight, then, grabbing a glass bottle of beer, she threw it against a wall and waited.

"What the hell?" One of the armed men asked, and she waited, webshooter on her left hand ready.

"I'm gonna check it out. Keep them quiet. We've got to finish up before…" The rest was cut off as the employee door was open. She waited...waited until he was right in front of her, gun pointed at the back wall, to shoot the web, yanking the gun out of his hand, then webbing him to the wall, barely managing to web his mouth shut before he could scream. Then she did the same to the second guy who took one look at his buddy webbed to the wall before meeting the same fate.

It didn't work on the third guy.

It was probably because she was too slow. Or maybe her luck just wasn't that great. Because gunfire suddenly filled the room and her senses were the only thing that kept her from getting shot. She managed to duck and cover, dodging and running and avoiding the bullets that filled the room. They were screaming at her, the two that had raced into the room. The fifth guy was still out there...filing a bag with money. The hostages were on the floor and she had to save them. Had to stop them from robbing this store. Had to save people and prove that she really was a superhero. She was a superhero. She was Spidergirl. The bullets filled the room and she dodged and ducked and shot webs and...and then she didn't dodge in time.

The bullet went into her back. It may have been because she'd tried to shoot a web with her bad hand. It may have been because she was thinking about Mr. Stark. Either way, the white-hot pain filled her back and then she was on the floor, screaming. Screaming and screaming and knowing she should stop. Knowing that she had to stop! She was a superhero. Superheros didn't scream and cry when they were hurt but...but this was more painful than anything she'd ever felt. She slammed her head back onto the ground, trying to curl up in a ball but finding that she wasn't able to.

They didn't come after her. Didn't approach. Instead, they ran. And she screamed and sobbed and listened to the painful, desperate noises escaping from her mouth. "Penny, Mr. Stark and Captain Rogers are on their way," Karen assured her, voice gentle. Penny wanted to shake her head...wanted to tell Karen that Mr. Stark didn't want her bothering him and that Mr. Rogers probably felt the same way. But she couldn't say anything of that because it hurt so bad...she couldn't think around it until the pain started to recede and everything started to go fuzzy and...and there were voices.

"Penny? Shit! Damnit...Cap, get in here!" She knew that voice. A hand touched her cheek. "Oh god...Penny, you're okay. You're fine. Friday?"

Penny barely heard her AI's voice...she didn't hear all the words. But she got some of them. "Gunshot. Spine. Blood loss." That made sense. She felt him lift her head, easing the mask off, and his fingers slipped across her cheek.

"It's okay, sweetheart. You're okay."

"I'm sorry." She sobbed, remembering his words. She was a nuisance, always needing his help. She'd thought that they were close but they weren't and he was sick of dealing with her! And now she was bothering him again.

"No. Don't be sorry. This isn't your fault." She shook her head, realizing dully that she couldn't move much more than her head.

"I'm sorry. I won't bother you anymore." She let her head drop back on the floor, eyes closing against her will, and his terrified, pale face vanished.

"What? No...no, you aren't bothering me. Hey! Penny!"

"We've got to get her to Bruce. Now, Tony. Move." A voice ordered, and she screamed when hands scooped her up. "I'm sorry...I'm sorry kid." Steve murmured, voice softening. "I know...I know it hurts. Tony, call Bruce. Tell him to get ready to do surgery on her...she's losing too much blood." Mr. Stark wore again, a list of words put together in ways she'd never heard before, and Steve didn't even attempt to scold him. Instead, he carried Penny out of the back of the gas station and then they were getting into a car. Mr. Stark must have been driving because Steve held her on his lap like a child, pressing firmly against her back. She sobbed at the pain, laying her head on his chest and letting the tears fall. He probably thought she was a nuisance too.

"I'm sorry...I'm so sorry." She whimpered.

"Hush, Pen. It's okay." Steve rocked them a little, fingers squeezing her knee...she could barely feel it. "It's going to be okay." He squeezed her knee even harder. "Can you feel that?"

"Sort of."

"Good."

"Did they get the bad guys?" She asked, fully aware of how young she sounded. Neither man commented.

"Yeah, they got 'em" Mr. Stark all but barked. She couldn't see him...couldn't get her head to turn. But she could hear that he was upset. "Damnit. Shit." He growled, whipping the car around a corner. Steve put a hand on Penny's shoulder to keep her still. "Friday, patch Karen in. Now." He ordered.

"Yes, sir." Friday's voice was quiet. Subdued. As if the AI was worried about Penny too.

"Hello, Mr. Stark." Karen's voice came from the car speakers then, quite a bit less cheerful than before.

"Give me a list of Penny's injuries. Now." He snapped. She was going to miss Karen when she gave back the suit. Penny let her eyes close as she rested her head on Captain America's chest. Barely aware of the tears on her cheeks.

"The bullet from the gunshot is lodged against Penny's spine," Karen told him solemnly. "She is having difficulty moving. There seems to have been a fracture, but her body is attempting to heal that. Also, her wrist is broken and is setting incorrectly."

"Wait...she was at the tower earlier," Steve spoke up, and she felt his voice against her ear more than she heard it. "She was holding her arm...how long has it been broken, Karen?"

"Penny broke her wrist at 4:15 pm, entered the tower at 4:45 pm, then left at 4:51 pm."

"Why?" Mr. Stark demanded. "Why did she leave?" Everything was going fuzzy and Penny let it, not fighting anymore. Instead, she hid her face against Steve's chest and shuddered at the pain, lips trembling. She was crying, the soft noises escaping as she tried to breathe normally, and Steve rocked her a little.

"She ran into me at the tower." She felt him murmur. "She was crying...pushed me away when I tried to ask her what was wrong and jumped out the window."

"What the hell?" Her former mentor sounded genuinely confused. "Penny?" She didn't respond. Couldn't. She was cold and Steve was so warm. She wanted the pain to stop and she wanted to be warm again. Everything hurt...even her skin, and she sobbed weakly into Steve's shirt, probably ruining it. "Penny!"

"Penny is in shock and losing a lot of blood." Karen's voice was reproaching, and his voice softened immediately.

"C'mon, kid. Talk to me." She managed a weak groan, but couldn't make herself do much more. "Okay. It's okay. We're almost there. Karen, why did she leave? Did someone say something to her? I swear to fuck if someone…"

"She heard you speaking to Miss Potts, Mr. Stark," Karen spoke gently as if breaking bad news. "She believed that she was the subject of that conversation." It took him a minute, and then he was swearing again...finally, Steve broke in.

"Tony! We need to get her to Bruce...now. She's losing too much blood. You can talk to her when she's stable." Blearily, she wondered why she wasn't stable...the pain was ebbing away, leaving a comfortably warm numbness spreading through her body.

"Shit." He muttered. "Friday, call Bruce. Tell him to have the OR prepped now with Steve's super-drugs. Send him everything. We've got to get the bullet out. Send for Helen...offer her however much money she wants, just get her here. Tell her Spidergirl is hurt bad and needs her help."

Then the car jerked to a stop and Penny cried out, clutching Steve's shirt with her left hand so tightly that she felt something rip. She'd have to get him a new shirt. He eased out of the car, and she felt him flinch when she screamed. "I'm sorry...I know. I'm so sorry, Penny. It's going to be okay." He was laying her down on something and a mask was pressed over her face, the warm air making her eyes heavy.

"Hi, Penny." Bruce was pushing her bed, his eyes serious. "You can rest now. We're going to get this bullet out of you and you'll be as good as new." She wasn't sure if she believed him, but she didn't have much choice, so she let herself sleep.

She caught snippets of things from then on. Pain, before numbness came back. A strange tingling in her limbs before they stopped responding to her. Then a hand on hers, squeezing tightly. Whispers she couldn't make out. And then, finally, she could.

"Not her...please. Please God, not her. She's...come on. I never ask you for anything and I don't even really believe...shit...please. Please, not her."

Another time, the voice was a little louder. "You hear me, kid? You've got to wake up soon. Please. You know I never say please, but I'm saying it now. I've got to talk to you, Pen."

Time passed. Then the voice was back. "It's been three days, honey. Even Bruce is getting worried. Steve is down here every day...I caught Thor in here last night. Just sitting here. He's worried about you, too. He said that you never got to show him how to build that dumb Lego spaceship and he was looking forward to it."

More time. "I wasn't talking about you, Penny. How can you even think...shit." He trailed off. "I would never say that about you. Never think that about you! You're like...you're like a...a daughter to me and...and, kid, I always want you to come to me…" He was stammering like the words were hard to get out. She knew that Mr. Stark didn't really talk about emotions much. He said he was no good at it. But she could tell he was trying. Could that be true? Could he really see her like she saw him? "I lo...I...I care about you so much, Pen. You've got to know that! I...I never let anyone else into my lab like I let you and...and I'm always working on your suit and making it better and...just...wake up, honey. Please. Please wake up."

She wasn't sure if time passed this time, but he was talking again. "Bruce says...he says you might not be able to walk. The bullet hit your spine and your body is trying to heal that but...but there was damage and...and I don't' want you to worry about that, Penny. We're going to get you walking again, and if we can't, I am going to build you the coolest fucking wheelchair in the world. I'll make it fly, kid. I've got your back, Pen. No matter what. And May...May is...she's worried but I'm taking care of her. She's staying in the tower and Pep is taking her out to dinner every night and they've been talking...she's...she's taking care of her. Don't worry. Don't worry about anything." A pause. "There's this intern and she's driving me crazy. She got into the program because her dad used to work for me, and he was a good guy, don't get me wrong. But I swear, she thinks having a private line to my lab means she can interrupt me every time she can't figure something out. She's a piece of work, kid. She didn't really deserve to get into this program, but I liked her dad so...you know."

Penny tried to move. Tried to move her fingers or her toes or something. She wanted to open her eyes and look at Mr. Stark and hear him say these things to her. She wanted to tell him how sorry she was and tell him that she really cared about him too and how excited she was to build Legos with Thor. She wanted to tell him that she loved him like a father and that she was sorry for jumping to conclusions and scaring him.

"That's who I was talking about, Pen. Never you. She's...you could never bother me. You're like my kid, and...and you could never bother me. I promise. I care about...I love...I love you, Penny. So much. So...wake up. Okay? Please?"

And, using every bit of her strength and willpower, she did.

 _ **Thank you for reading!**_


	3. Chapter 3

**Prompt: Tony, May, and Pepper run into the living room when they hear a crash only to find Penny and Ned wrestling.**

May sat across from Pepper Potts, the two of them with glasses of wine and lobster…actual lobster, in its shell, with tiny fancy lobster forks that May would have to watch Pepper use before she would figure them out. It wasn't like she'd never been to a fancy restaurant before. In fact, for their first anniversary, Ben had taken her to a steakhouse that had had a dress code. But this wasn't a fancy restaurant. From the glimpse she'd caught of Tony, he was in a t-shirt and jeans, a smudge of grease on the t-shirt, and Pepper was in shorts and flip-flops that she'd kicked off before joining May at the table. Pepper Potts, with bare feet and unpainted toes, sat across from May at their kitchen table at the Avengers tower where she, Penny, and Ned had been invited to have dinner.

May had found out about Penny being Spidergirl about a week ago…and she had been upset, to say the least. Walking into her niece's bedroom to find the girl dressed in a red spandex onesie worn by a person that swung around the city fighting crime and risking their life was…troubling. Frightening. Terrifying. So, yes, she had yelled.

"Take it off." She had snapped, hands in tight fists at her side, and Penny had hurried to do as she'd asked, ripping the mask off.

"May! I can explain!"

"Take it off. Now!" Penny had slapped the spider emblem on her chest, the suit deflating around her, and, shaking, May had pointed at the closet. "Get dressed. Then meet me in in the living room."

It had been a long night. Penny had started crying almost immediately, but May had been too furious to cry. It had taken almost an hour, but she'd finally gotten Penny to admit to getting the suit from Tony Stark. "But I was doing this before he ever knew about it! It wasn't his fault! He built it to keep me safe and he checks up on me and he lets me help in his lab…"

"Call him."

"No…May, please! Please don't! You can't yell at him!"

"Call him right now." Penny had clamped a hand over her mouth, trying to stop the crying, and May had wondered if she'd ever felt less equipped to raise a teenage girl. She'd been expecting crushes and crying over grades and wanting to be popular and college drama when the girl had entered high school. Not this. Never anything like this. "Tell him I want to talk to him."

Pulling out her phone, Penny had hit one of the speed dial numbers and held to it her cheek with shaking hands. The phone had only rung a couple of times, and May had wondered if the billionaire really had time to answer phone calls from a teenager when it had stopped ringing. There had been a pause, and then Penny had sniffed, obviously trying hard to keep her voice level. "Hey, Mr. Stark." Another pause. "No…I'm…I'm fine." Silence for a second, and Penny had held the phone away from her face, clamping a hand over her face, and then May had reached out, plucking the phone from her niece's hands.

"Kid, talk to me. What's going on?" Tony had been saying.

"Mr. Stark, this is May Parker." Silence.

"Hello, Mrs. Parker. Is Penny alright?"

"No, Mr. Stark, she is not! Do you know why?" She had gone on, not giving him a chance to speak up again. "Because I came home from work and found my niece wearing a onesie!"

"It's not a onesie!" Penny had cried, and May had shot her a furious look.

"Mrs. Parker, I can explain…"

"I don't want to hear it! How dare you! How dare you give my fifteen-year-old niece a spandex suit so that she can run around fighting crime!"

"May, it isn't spandex…"

"No. Don't even…" She had taken a deep breath, rubbing a hand down her face. "I'll send the suit back through the mail, Tony. She's done with the internship." And with that, she had hung up on him, ignoring her sobbing niece. But when it had come time to mail the suit back, Penny had refused to hand it over, tears still dripping down her cheeks.

"No. You can't. You have to listen!"

Sitting across from Tony and Pepper, she was glad she had.

Ned and Penny had been working with Tony all afternoon in his lab for some kind of science project, and when May had arrived to pick them up, Pepper had invited her up. After a long phone call between her and Tony, May had tentatively agreed to let Penny continue her internship with Stark Industries, mostly because Penny had begged. But she'd refused to let her fifteen-year-old niece go back to fighting crime in Queens. She didn't care what kind of powers the girl had or how strong she was…she didn't trust Tony to look after her. Didn't trust Tony Stark's interest in one of his interns, no matter how much Penny liked him. She knew about Tony Stark. Knew the stories about the women and the booze and the parties…and yes, he was a superhero now, but this was Penny. The girl who was practically her daughter. She wasn't about to risk that.

"Are they still in the lab?" May asked. She'd caught a glimpse of Tony when he'd walked by, pulling out a bottle of wine and promising he'd be right back.

"Penny and Ned are in the living room. Tony is just finishing up some things downstairs." May nodded, taking a sip of her wine. There were five plates, one for every one of them May would have guessed. Penny hadn't mentioned staying for dinner, so May had to assume that Tony was going to try and get her to come around on the whole 'Spidergirl' thing.

"Ned!" May frowned when she heard a thump, then a soft crash, and she and Pepper jumped to their feet, the two of them hurrying through the door to the living room where they both paused in the doorway. May felt a smile tugging at her lips and beside her, Pepper put a hand over her mouth, chuckling. "Ned, stop!" Penny cried, but she was giggling. The two were sat on the couch, a machine of some kind on the coffee table along with a trifold board. Something was on the floor…a metal…something. May had no idea, but neither Ned nor Penny seemed to notice them.

Ned had a hold of one of Tony's throw pillows and was beating Penny with it while she squealed and giggled. She flailed her arms, finally managing to grab one from his hand and hit him right back. He was knocked back when she whacked him across the face. "You're the one that dropped it!" He cried.

"Did not!" She squeaked, smacking him again with the pillow as she knelt over him. "You pushed me into it!"

Ned reached out then, running his fingers over Penny's side, and she screamed…a high pitched, hysterical sound as her body went limp, head shaking back and forth as tears started to pour down her face. "No! Ned! Stop, Ned!"

"Admit it! Admit you broke it!"

"No! Never!" Pepper shook beside her, hand clamped over her mouth as she laughed, and May felt something in her chest loosen. That was how Penny was supposed to act…like a fifteen-year-old girl. Not a superhero. Not…not Spidergirl. Just a child. She was just a child. May's child. And May hadn't even wanted kids but she loved Penny so much and she'd raised that girl. She was all May had left.

May glanced up and was surprised to find Tony standing in the opposite doorway, arms crossed, and an expression that May was intimately familiar with on his face…one that she'd never imagined she would find on Tony's Stark's face. He was smiling, eyes so soft and kind and so, so happy. He shook his head, chuckling a little as he leaned against the doorway. For just a second, he was Ben. Ben who had swung Penny over his head and danced her around the kitchen, her feet on his, and who had watched Star Wars with her a thousand times, arm around her shoulders, a blanket covering them both, lips pressing against her forehead while she slept. Who had driven her to her first day of high school when she'd been so nervous and who'd gone to all of her Academic Decathlon meets and Robotics club competitions and Marching Band recitals.

Penny shoved Ned off finally, squirming away and rolling off the sofa, then Ned had her in a headlock. "Admit it!" He cried, both laughing too hard to speak properly.

"Let me go! I'll sick Iron Man on you!" Tony covered his mouth, shaking his hand and chuckling, and then Ned screamed, high pitched and disgusted as Penny licked his hand.

"Gross!" He called, and she jumped to her feet, grabbing him by the shirt and then, arms around him, she lifted him over her head, making May's jaw drop.

"So which one of you broke it?" Tony asked, and both teens turned toward him, wide-eyed. He lifted an eyebrow, and Ned squirmed in Penny's hold. It didn't make sense that she should be that strong. That she should be able to hold him like that. But she didn't waver, not for a second. Instead, she knelt a little, letting her friend down then pushing him over onto the couch when he went to elbow her.

"Sorry, Mr. Stark." She murmured, and he chuckled, moving over to her side and patting her shoulder.

"Don't worry, kid. We can fix it after dinner. You two ready to eat? We're having lobster. Plus, I thought I'd ask your aunt to join us." Penny looked up in surprise when he jerked his chin toward May and Pepper, and May smiled a little at the picture. Tony had his hand on her shoulder. Comforting. Gentle. Just like Ben would hold her to his side and touch her cheek and kiss her forehead. "You two go get cleaned up." He ordered, and Pepper and May headed back to the kitchen, taking their seats while Tony went to throw on a clean shirt, promising to be right back.

May stared down at her plate, then glanced up at Pepper. "He loves her." She whispered, and Pepper smiled, nodded.

"He really does. I don't think he ever wanted children until he met her." May hesitated, but Pepper went on. "He'd do anything to protect her."

"She's fifteen," May whispered.

"She's not like other fifteen-year-olds. Her DNA is different…do you know what she told Tony when he asked why she does it?" May shook her head, staring down at the table. "She said that if she could stop bad things from happening, but she didnt…when the bad things happened, they would happen because of her."

May closed her eyes, putting a hand over her mouth. "Ben." She whispered.

"What?"

"She blames herself for Ben. He was mugged…killed months ago. He was out looking for Penny after they got into a fight and…she blames herself for that." May swore under her breath. "That's why she does it? That's why she runs around after school, fighting crime and risking her life?"

"She does it because she wants to help people. She does it because you raised her to be a wonderful person who, when she found out she had the power to do good, she did it. Without hesitating. She's good, May. So good. And she saves lives." May took a deep breath, wiping her suddenly wet eyes. "She's going to be an Avenger one day. Tony is training her…making sure she's safe. Her suit has a tracker and an AI just like Tony's and it's programmed to alert Tony any time she's hurt. He never turns those alerts off…never. He has left more business meetings, conference calls, and date nights than you would believe. Penny is like his daughter." Pepper reached out, touching May's hand, and she found herself squeezing the lifeline.

"She's all I have."

"I know. No one wants the people they love to be superheroes. But Penny…she's going to be one of the best. And having Tony train her and looking out for her is only going to make her safer." May nodded, managing to wipe her eyes just as the man in question stepped into the room, wearing a new shirt and frowning at May and Pepper.

"Everything alright?" He asked. May nodded, wiping quickly at her eyes and forcing a smile.

"Yeah, everything's fine." She sniffed, and he took a seat beside Pepper. May was saved from any more questions by Penny and Ned who chose that moment to come bounding into the room, as comfortable in Tony Stark's kitchen as in their own. He'd had them over before…he'd let them come over and work in his lab and…and he loved her.

Penny passed a plate of biscuits over to May and May let her fingers brush against her niece's, giving her a soft smile. Penny, her little girl. Her sweet, good…super strong and incredibly talented and brave girl. How could May take this away? How could she rob this girl of this kind of opportunity? Her girl was a superhero. She loved people and she wanted to help them and she had Iron Man backing her up.

He was looking out for her. He was training her. He was keeping her safe.

And how could May say no to that?

 _ **Thank you for reading!**_


	4. Chapter 4

_**This wasn't a prompt...the idea got into my head and I just wanted to write it :)** _

It had been nearly a year and a half since Penny had talked to Tony Stark. A year and a half after the awful fight that had ended with her storming out of the tower, leaping from the roof and swinging away for good. She'd removed the tracker in her suit and tossed it into a dumpster not long after, still wearing the suit but keeping an eye out for Iron Man nearby.

The ground underneath her was cold and stiff, the dark alley empty. Dark. No one was around...people had already gone home for the night. She should have gone home for the night. Home to MJ's. Blood pooled underneath her, warm then cold, and she shuddered, tears dripping down her cheeks and onto the ground under her head.

The fight had started with an order. "Don't you dare leave this room, Penny Parker."

May had been dead for a little over two months, and at just eighteen, Penny had been too old to be assigned a guardian or taken into a foster home. Instead, she'd faced homelessness until Mr. Stark had insisted she stay with him at the Tower. To be honest, she hadn't really faced homelessness. Mr. Stark had come to the hospital right away...as soon as Ned had called him. Not her. Ned had been worried at her silence and worried at the fact that she didn't have a job and couldn't afford an apartment.

But she'd just been mad.

Ever since she'd returned from the soul stone...ever since waking up on Titan in Mr. Stark's arms, she'd felt different. Fragile and on the verge of falling apart at the slightest thing. Of course, Mr. Stark had tried to get her to talk about it. Most of the Avengers had at one point or another, although Mr. Stark was the only one she'd really talked to. And she'd tried. She'd tried to explain how she felt. Tried to vent. Tried not to keep it all inside. But it hasn't always worked. She had still felt so...volatile. Fragile, like a chemical reaction about to explode. So when a break-in at their apartment barely a year after her return to the land of the living had ended with May being shot and Penny finding her after patrols...it had been like every fiber of her being had been focused on finding the person responsible and making them pay.

Of course, Tony had been worried. Hell, he'd been worried from the very start, when she'd come back from the soul stone alone with half of the world's population, scared and angry and crying more than she ever had before. But after May, it had been worse. So much worse. For two months, her last two months of high school, she had gone off the rails, and he had done everything in his power to help her. Looking back, she felt a wave of shame every time she thought about how she'd acted.

First, she'd refused to go back to school.

"That's fine, kiddo. You can finish your work here."

Then she'd refused to do the work.

"Okay. I'll pull some strings...you can still go to MIT if you want.

Then she'd refused to go to college.

"Alright...maybe it's too soon. That's fine. You can stay here. Take some time. There's no rush, kiddo."

Then she'd gotten a name. A single-minded fury had overtaken her. This was May. Her aunt, who had been more like her mother, and Lucas Erickson had killed her over less than $100 and a couple of pieces of jewelry. And he was going to pay for that.

"Look, we'll go to the police. I'll make sure he pays for this, Penny. But you can't go after him." She'd been in her room at the Tower, pulling her mask over her face, him standing less than five feet away, sounding desperate.

"Watch me." She'd spoken to him like that for months, and every time his lips had pursed, but then he'd take a deep breath and try to reason with her.

"Honey, you don't want to do that."

"Yes, I do."

"Pen…"

"He deserves to pay." The soul stone...blank orange and emptiness and fear...the feeling would come over her at the strangest times, and it had them.

"You're right. He does. But you don't have to do this. Not alone. I'll make sure he's arrested. He'll spend the rest of his life in jail. But if you do this, you'll regret it. Trust me!" He'd had reached out for her arm, but she'd jerked away, storming toward her open window. "Penny!" She hadn't even hesitated. Finally, he had raised his voice. "Don't you dare leave this room, Penny Parker."

She'd whirled. "You aren't my father, Tony!" She'd snapped, glaring at him through the lenses of the mask. "You're not my anything!"

Those had been the last words she'd spoken to him. She could still see his face in her mind. Heartbreak. Betrayal. And the moment she'd said them, she'd regretted those terrible words.

She'd been too ashamed to go back.

For fifteen months she bounced from place to place. First, she'd stayed with Ned, but then he'd gone to college. Then a month on the street, still fighting crime and doing her best to make money by taking pictures of herself and selling them to a newspaper that hated her.

Tony only tried to call her once.

She'd lived in a cheap, terrible apartment that was robbed twice while she was out patrolling. She hadn't had anything worth taking, anyway. Then the streets again. Then another crappy apartment with no heat that had evicted her after two months when she hadn't been able to make rent.

At the moment, as she lay bleeding out in the street, leg impaled on a piece of metal rebar, she had been on her way to MJ's place, which she was allowed to crash at whenever ever since her friend had found out she was homeless.

The man had been enhanced, with alien weapons. And she'd fought with everything she'd had.

He'd thrown her off a building and left her for dead.

Staring at the sky between rooftops, she pressed a weak hand against her side. Stab wound. Broken ribs. Leg impaled on a foreign object that had just barely missed her kneecap. "Karen?" She whispered.

She'd muted Karen on her way to Lucas Erickson. She hadn't spoken to her since. "Hello, Penny. It's very good to speak to you again."

"You too, Karen." She whispered, a tear rolling down her cheek.

"You appear to have several serious injuries. Would you like me to call Mr. Stark?"

"Yes." She sobbed. "Yes please."

The phone rang five times, and just as she'd resigned herself to leaving a message, he picked up.

"Hello?" He asked, cautious.

The tears wouldn't stop, and Penny pressed a weak hand to her mouth. "Mr. Stark?" She'd lost the right to call him Tony. Lost the right to have him care about her. But she had to apologize before it was too late.

"Yeah, Penny. Are you alright?" He had been so kind, and she'd thrown it all in his face.

"I'm...I'm so sorry, Mr. Stark. I'm...I'm so sorry. I ruined everything. I know...I know I did. I screwed everything up and you were just trying to help and I…". She couldn't speak anymore through the sobs, terrible, ugly noises escaping her mouth.

"Hey, take it easy, Pen. I know you were upset. I forgave you a long time ago…"

"You were like my father. I lied...I said you weren't my dad but you were." Somehow he understood that despite the constant sobs.

"You're my kid, Penny. Nothing could change that." He gave a sad laugh. "I'm just glad to hear from you, kiddo."

"I didn't kill him." She choked out. "I...I left him for the cops. I promise."

"I know you did. I was so proud of you." Things were fading...she wasn't going to last much longer. But he kept talking. "Why don't you come by the tower? We can talk in person. I've missed you, Pen."

"I'm so sorry." She sobbed again, "I couldn't...I had to tell you."

There was a brief silence. "You couldn't what? Penny, are you okay?" She kept crying, feeling more and more detached. "Penny? Where are you?"

"I had to tell you before...before I couldn't,"

"What? Why couldn't you? Penny?!"

"I'm sorry. I ruined everything and I'm so sorry."

"Penny! Tell me where you are. I'm coming to get you, okay?"

"I had to say goodbye,"

"No!" He practically screamed. "No goodbye! You've gotta stay with me, Penny! Please!"

"I'm sorry, Mr. Stark." She whispered, eyes starting to close. She let them. "I'm sorry for what I said and how I acted and...I'm just so sorry."

"It's okay. I forgive you. I forgive you, honey. Can you tell me what happened? Where are you?" She couldn't remember.

"He was enhanced." She murmured, slurring a little. "Stronger...like me and...the knife…"

"Knife? Friday, can you connect to Karen?"

"I love you." She sobbed, shivering on the cold ground. "I just needed you to know. I love you so much." And then she couldn't talk anymore. Couldn't muster up the energy to form words.

"It's okay, Pen. I'm on my way." That was nice, she guessed, but she couldn't make herself care too much as she let herself fall asleep.

Hands touching her face woke her, slipping under the mask and easing it up over her face. "Penny? Hey, kiddo. Talk to me."

"Shit, Tony...her leg…" Someone else said.

"Do it now...while she's unconscious." Mr. Stark ordered. Was she unconscious? It didn't seem like she was. But her eyes were closed and didn't seem to want to open. "I'm here. Just rest, honey. I'm here." Her leg shifted and she heard more than felt herself scream. "I'm sorry. I'm so sorry. He's going as fast as he can." She screamed again, and in some part of her brain, she knew it hurt, but finally, someone lifted her with cold metal arms, and then they were flying.

When she was finally laid down on a soft bed, the sharp smell of antiseptic burning her nostrils, she managed to open her eyes, meeting Mr. Stark's. He cupped a hand over her cheek. "You with me, honey?" She nodded as someone pressed something to her side where she'd been stabbed. "You're going to be okay. I promise. The doctors are going to fix you up."

"Where?" She asked, swallowing hard. "Where are we?"

"You're in the Medbay at the tower." She shook her head, remembering the last time she'd been at the tower. He'd taken her in. He'd tried to help her. But she'd been so damn angry and now..she could never make it up to him.

"I should go." She whispered.

"No." He spoke firmly, brushing some of her hair back. "No. You're not going anywhere. You have to let them look at your leg. You just rest."

"I don't deserve to be here. Not after what I did." She sobbed, eyes slipping shut.

He gripped her hand. "Don't worry about any of that right now, honey."

"But I said…"

"Kid, I don't even remember all the shit I said to the people I cared about after my parents died. I get it. You were hurting. I understand. I know you didn't mean it." Sobbing, she pressed her lips together and let him hold her hand. "I'm right here. You're going to be okay."

"I...I need to call MJ. I'm staying with her…"

"Okay. I'll have Friday call her. You just rest right now." She sniffed, squeezing his hand.

"I love you." She whispered. "You...you were always like my dad and I love you...and I'm sorry."

"I love you too, honey." He whispered, and, feeling something in her heart start to mend after over a year of constant pain, she finally let herself rest.


	5. Chapter 5

**Prompt: Penny knows Harry Osborn**

The invitation was dropped onto her desk as she was trying to balance a chemical equation, and Penny looked up at May in confusion. She never got mail!

"It's from Tony Stark," May told her, sounding impressed and tapping a finger against the return address that read Stark Industries. "Maybe something to do with your internship." Penny tried to look as if that were plausible...as if she'd actually spoken to Mr. Stark since Homecoming two months before. "How's that going?" She wondered.

"Um...great!" She smiled, putting her pencil down. "It's...it's great. I'm learning a lot."

"Good." May smiled, a gentle hand on her shoulder, then left the room, and Penny carefully opened the fancy cream-colored envelope that held a piece of fancy cream-colored stationery.

It was an invitation to a Start Industries...party? Fundraiser? She wasn't sure, but either way, it made no sense for her to be invited. He hadn't spoken to her...at all. Well...he'd given her a suit back, and slowly she'd stopped leaving voicemails for Happy. She hadn't left one at all that past week, and there had been no repercussions.

Placing the envelope and card down on her desk, she pulled out her phone, stared down at it for a second, then dismissed the idea. It had been a mistake. Someone had sent it to her by accident. Stuffing it in a drawer, she nearly forgot about it until two more weeks went by, the RSVP date passing her by. And then, as she perched on a rooftop and watched the sun go down, she got a call.

"Incoming call from Tony Stark," Karen informed her, and before she could even make a comment one way or another, his face appeared in a screen over the sunrise.

"Hey, kid." He was doing something else...staring down at papers or something, shuffling them around. "You haven't RSVP'd. What's going on?"

"Um...sorry, what?" She asked and he finally looked up.

"You didn't get the invitation? I told Pepper we should switch to email!"

"Oh...the Stark Industries thing?" He nodded. "I just...um…sorry, I assumed it was a mistake." He narrowed his eyes a little like he was trying to get a better look at her.

"A mistake?" He repeated, voice kind of flat. She nodded. "Why would it be a mistake?"

"I mean...I...I wasn't sure why I'd be invited to something like that." He blinked at her, still seeming unsure of what exactly she was saying.

"You think Stark Industries just sends out invitations to random teenagers?" Sighing, she shook her head, shoulders sagging. She was tired and confused...the man had ignored her for the most part since he'd come into her life to take her to Germany. And of course she was grateful and of course, she loved her suit and the excuse to give to May about being Spidergirl. She was so, so grateful and Mr. Stark was her idol and her hero...and she'd hoped at the beginning of all this that he would lead to Mr. Stark being...well...her actual mentor. But...well, he was busy and she understood that. So she'd told herself to let that go. Just focus on being Spidergirl and realize that Mr. Stark didn't really want to be her mentor. She'd accepted that.

Okay, she hadn't. But she was working on it.

"Your schedule is free. Tell May it's an internship thing. What do you think?" He asked, voice a little softer. A little nicer.

"Um...okay. If you want me to go." She shrugged even though he probably couldn't tell. He sniffed, looking back down at his papers.

"Happy will pick you up at 5 on Friday." He told her simply. "Talk to you later, kid."

Penny let May do her hair, twisting it into a high updo that she never could have done on her own, then brushed some mascara and lip gloss on. May wanted her to wear a dress, but Penny didn't have anything nice enough. Instead, she dressed in a skirt and a button up blouse, something she assumed an intern would wear. One pair of heels later and she was ready, climbing into the back of the car and mumbling a nervous 'hello.'

"Hey, kid. Haven't been getting any updates recently." Happy gave her a look in the rearview mirror, and she shrugged.

"Nothing's really happened." She told him simply, remembering all the texts and voicemails she'd left him that he obviously hadn't wanted and felt her face flush in the dark. Happy hummed but didn't say anything else as he drove her through the city and, to her surprise, to the tower. "Um...I thought Mr. Stark sold the tower?"

"Changed his mind." Happy told her, then pulled up to the front door, climbing out of the car and coming around the back to open hers. She stared up at him in surprise, staring at the hand he offered. "I don't have all night, kid." He prompted, but his voice lacked bite. She finally reached up, taking his hand and letting him help her out of the car. "Boss told me to take you inside. He wants to talk to you."

She wanted to ask why he'd invited her to this party if he just wanted to talk to her, but she didn't. Instead, she let Happy guide her into the building, past groups of men in suits and women in dresses and waiters and waitresses balancing trays full of drinks. She hurried along behind Happy until he led her right to Mr. Stark who was holding a drink in one hand and talking to a man she didn't recognize. As soon as he caught sight of Happy and Penny, though, Mr. Stark put the drink down, gesturing for a waitress who approached with her tray, and in a smooth, practiced motion, he grabbed a drink and gestured for Penny to come over.

The man said something to Mr. Stark, then left just as Mr. Stark held out the drink to her. She stared at it for a moment, then looked back up at him. "Mr. Stark, I can't…"

"There's no alcohol in the red ones." He told her, rolling his eyes and pushing it toward her until she finally took the glass, the rip dipped in sugar. "Strawberry Slinging Margarita." She felt her lips twitch. She took a sip of the sweet strawberry drink and he picked up his own drink. "How you been, kid?" He wondered. She shrugged.

"Um...I've been fine, Mr. Stark."

"Still...still doing school and nerd clubs and...all that?" He asked. She glanced around.

"Uh...yeah." He nodded.

"Good...good." Mr. Stark drained his glass. "Happy said you were mad at him."

"What?"

"Well, you're not calling him anymore."

"I...just...I didn't think he wanted me calling him anymore, Mr. Stark. I don't want to bother him." Mr. Stark shook his head.

"You aren't bothering him. It's his job, kid. I told him...he's your point man. You're supposed to call him if anything's wrong."

"Yeah, well, a lot of good that did me." The words were out before she really thought about them, and she dropped her eyes, refusing to look at him.

"What are you talking about, kid?" She pressed her lips together, eyes hot, and then she placed the drink down onto the table.

"I should go, Mr. Stark."

"What are you talking about?"

"Mr. Stark, the last time I called Happy for help, he hung up on my friend! I was...I needed help, and he was going to steal your plane! He...he pulled a gun on me at my homecoming dance!" She hissed, fighting to keep a tear from falling. Not here. Not in public. Thankfully, no one was looking at them. Mr. Stark frowned, dropping his empty glass on the table they stood beside at the edge of the room.

"He what?"

"He dropped a building on me! And then…" She took a step back. "I should go. I'm not...I get it. You're busy and Happy is busy and I'm not…"

"Holy fuck! Are you kidding me?" The words caught Penny off guard, and she and Mr. Stark both turned to find a boy that looked vaguely familiar hurrying toward her, followed by an older man. "Penny? Penny Parker?" She blinked, then in a rush, she recognized him.

"Harry?" She asked, quickly brushing at her eyes and forcing a smile as he threw his arms around her. She hugged him back, still trying to recover from her...well, whatever she'd been doing with Mr. Stark. "Wow! What...what are you doing here?" She cried, both of them pulling away to look at one another. Harry was taller than her by a good five or six inches, his teeth almost abnormally white, blond hair styled heavily with some kind of gel. And he reeked of alcohol, but he apparently recognized her despite that.

"My dad got invited to the party and dragged me along." She flinched a little at his overly loud proclamation, as did his father who hurried to join his son, along with the rest of them.

"Stark." The two men shook hands, neither looking too happy about it. Then Mr. Osborn put a firm hand on Harry's shoulder. "This is my son, Harry." Harry rolled his eyes a little but held out a hand to shake Mr. Stark's.

"Nice to meet you, Mr. Stark." Harry greeted, straightening up. "Dad, this is Penny. Remember? We went to middle school together."

"Right. Hello, Penny." Mr. Osborn held out a hand that she shook. "Nice to see you again. What brings you to one of Stark's parties?" Before she could answer, Mr. Stark was moving closer to her side, and she realized what people meant when they said emotional whiplash.

"Penny is my intern." Mr. Stark told him, almost forceful.

"Really? That's impressive. How did you get an internship for a man that famously doesn't have interns?" Norman Osborn wondered. Harry swayed on his feet a little, then flinched at his father's tight grip on his shoulder.

"She applied through one of my school outreach programs." Mr. Stark answered for her, and she looked over at him curiously. He hadn't looked angry a second ago...when she'd been all but yelling at him, but now...now he looked cold and distant. Almost disgusted.

"You know, Oscorp has a pretty competitive internship program, Penny. If you make it through, you're guaranteed a job with the company. It pays pretty well too…". Mr. Osborn informed her, and she tried to look interested.

"Oh...that's really cool. How do you apply?"

"It's all online. You're a smart girl, Penny, if I remember right. You must have been to get on here." He glanced over at Mr. Stark then. "What about your program, Stark? What do you pay the girl?" Penny's interested smile dropped and she fought the urge to take a step back, not sure how to feel about the way he spoke about her as if she wasn't there. She just wanted to go home. Coming to this party had been a mistake. Mr. Stark didn't want to be her mentor and he didn't want to be...well, whatever she'd hoped, he didn't want to be it.

"I don't think that's any of your business, Norman." Mr. Stark's voice was a warning that Mr. Osborn ignored.

"How much does he pay you?" Norman asked, turning to her, and Penny backed up a step, no idea what she should say.

"More than I'm worth, to tell the truth." Penny tried to joke. No one smiled but Harry.

"What do you get to do here?" Her old friend wondered.

"Work in the labs, that kind of stuff." She waved him off, watching him sway a little under his dad's firm hand and wondering how much he'd drank.

"Well, Penny, if you ever want to do more than play in a lab, we offer a real internship." Norman Osborn offered, holding out a business card that she took on instinct, barely looking at it before Norman was steering his son away, and Penny was left standing beside Mr. Stark who swore under his breath.

"You can throw that damn thing away." He snapped. Penny flinched, stung, and immediately he put a hand on her back, leading her across the room, past several curious party guests, until they reached the kitchen which was empty. Without speaking, she tossed the wadded up business card in the trash, starting to wipe at her eyes but hesitating when she realized it would ruin her makeup. Instead, she stared at the wall, trying not to let herself cry over something so stupid.

"I wasn't going to go to Oscorp." She bit out, hating how her voice wavered. "I don't even have a real internship here."

Mr. Stark sighed. "Pen?" She refused to look up at him. Refused to lift her head in case he saw her hurt expression. It had been so stupid to go to that party. So, so stupid. Mr. Stark didn't want to mentor her. Didn't want her around. Neither did Happy.

"I didn't do anything." She murmured. "I'll go...I just...I want to go home."

Mr. Stark took a long, deep breath, then moved to stand beside her, staring at the wall as well. "I didn't know you knew each other." She didn't look over. "You and Harry Osborn."

"We went to middle school together...we were in a bunch of the same clubs." He nodded, thoughtful.

"I hate that asshole...Norman. Only invited him because his wife is brilliant...I keep hoping she'll defect to Stark Industries." She kept her eyes on her feet. "Look...I'm sorry, kid. I didn't mean to take any of that out on you." He reached up, patting her back, and she finally looked over. "And I'm sorry about…" He ran a hand down his face. "Look, I'm...I'm bad at this, okay? My dad didn't...he never gave me any kind of support and he was...awful, to tell the truth. Not that I'm...look, I think...you could be...no, you are a hell of a superhero, kid." She felt her eyes widen, but he kept going. "I don't know how to do this. But...I'm the one that recruited you, and I'm responsible for you. So I'm going to try to do better. About this whole mentor thing."

"I don't want to be your responsibility, Mr. Stark." She told him quietly, avoiding his eyes. He shook his head.

"I don't mean it like that, Penny." He murmured, voice soft, and his hand came up to grip her shoulder. "I...shit, I suck at this." He laughed without humor, glancing over at the refrigerator but not moving from where he leaned against the counter. "I want you to be my responsibility. I want to be your...mentor. Whatever. You're...you're a great kid and I...I'm sorry that you got stuck with me for your mentor. I'm sorry that I disappeared on you and that you had to fight that Vulture guy alone. I'm...I should have just given you my number. Should have told you what was going on." He sighed, the sound ragged and tired. "But...uh...I'm going to try. So...you think we can make do?" When she finally met his eyes, he was earnest. Sad. Genuine. But mostly hopeful. So, so heartbreakingly hopeful.

She forgave him in a heartbeat.

"Yeah." She nodded, trying to wipe discreetly at her eyes. "I...I'm sure we can." He grinned, gripping her shoulder.

"You're a good kid, Pen. Better than I deserve." She shrugged. Then he grinned, looking a little more like the Tony Stark she'd seen on TV. "Also, you're going to get an email this week with details about your very new, very real Stark Internship, after which you will be guaranteed a spot at my company. Working with me. And it pays really, really well."

"Mr. Stark…"

"Like, better than you'd think. Imagine a really generous intern salary and then double it."

"Mr. Stark, you don't have to…"

"Don't mention it, kid. I'll be damned if I get shown up by Norman Fucking Osborn." She had to laugh, and he shook his head, laughing with her. "Damn I hate that guy."

 _ **Thank you for reading!**_


	6. Chapter 6

**This is a combination of 3 prompts from A03:**

 **\- Penny gets a boyfriend and Tony is protective**

 **\- Tony teaches Penny to dance for prom/a dance**

 **\- Little Penny dances on Tony's feet**

 **ALSO: Penny is Tony's biological daughter AU**

The couple on the Youtube video swayed back and forth, hands placed on one another's shoulders and hips and backs, and Penny shut her laptop, cheeks burning as she dropped onto the bottom bunk of her bed.

She could swing through the city fighting bad guys.

She could beat up muggers and stop armed robberies.

She'd helped her dad build her Spidersuit and his Iron Man suit…they were working on nanotech!

But she couldn't dance.

It wasn't that she'd never been to a dance! She'd…well, she'd been to about fifteen seconds of her Homecoming before she'd gone after her date's father! Liz still hadn't spoken to her…not because she'd taken down her father. Liz didn't know about that. But because she'd stood her up. And then Liz had moved across the country with her mom, so…that relationship hadn't even gotten the chance to start. So, no, there hadn't been any dancing.

She'd gone to events with her dad and Pepper. And sometimes the grown-ups danced. But she rarely did, and never with anyone but her father. Pepper had danced with her father on several occasions, and a few times, her dad had pulled her out onto the dance floor, lifting her onto his feet, her blushing and laughing as he propped her hands up on his shoulder, dancing them around the room. She didn't go to events for her dad's company all that often, though, less and less as she got older. He still offered to take her…but she usually told him she had homework or plans or, lately, patrol.

When she had been little, seven or eight, her father would often lift her onto his feet and dance her around the kitchen, asking Friday to play them some music. And she would giggle and throw her arms around him and just…be. Just relish every moment she got with her father. There were also times when he couldn't be there…when he had to be at business meetings or on trips. So on the mornings when he was the one to wake her up, they danced.

It had been almost a year since her disastrous Homecoming, and this year, Ned had asked her. Not as friends. He'd been really clear about that…he'd bought her flowers and gotten all red in the face and asked if maybe she might want to go with him…as a date. And then maybe go to dinner…as a date. He must have said the word 'date' five or six times. And, blushing just as hard as him, she'd agreed. But she hadn't told her father and…she wasn't sure how he would take it. Not that he didn't like Ned! He'd known Ned since she'd been in elementary school. But…well, the last time she'd gone to Homecoming, she'd been threatened with a gun and crushed under a building. She wasn't sure he'd want her going again. Of course, he knew that she could handle herself. Still, the memories were raw.

Getting up and pulling her hair back into a ponytail so she could concentrate, she opened her laptop and resumed the video, leaning against the back of her desk chair and tried to imagine dancing with Ned. Her cheeks got hot again and she placed her cool hands on her face, trying to make it stop.

She'd never thought too much about Ned that way until after shed become Spidergirl and the two close friends had gotten even closer, first because he was the only person other than Friday that knew her secret, and then because he was her guy in the chair. It had all come to a head a week or two ago when they'd been in her living room watching a movie on her laptop. Her dad didn't care if she had sleepovers with Ned as long as they slept in their separate beds and all that…she knew that Friday was always watching, though.

They had been sitting on the sofa, The Lord of the Rings on the TV, when she had scooted over just a little toward him. Her taken her hand then, turning and smiling at her differently than he usually did…and then she'd kissed him.

Footsteps had approached from the hallway, and she'd sat back up, eyes wide, and, immediately reading the situation her sat up two, just in time for her dad to enter the room. "Hey, kids. What are we watching?" He'd asked, dropping a hand on Penny's shoulder and smiling down at them. Thankfully the room had been too dark for him to see her burning cheeks.

The knock on her door jerked her back to the present and she jumped and spun around, slamming her laptop shut and staring wide-eyed at the closed bedroom door. "Pen? Can I come in?" Her Dad asked.

"Um…uh…yeah! Yeah, that's….yeah." He opened the door, eyebrows lifting at her. She was standing in the middle of the room, laptop shut, arms crossed.

"What's up, Pen? What were you watching?" He wondered, seeming almost amused.

"Oh, nothing. I was just…cleaning." His eyes strayed to her unmade bed, the pile of clothes on the bottom bunk that needed to be put away, and the candy wrappers on her desk. "I…I was about to get started."

He nodded, and for one brief moment, she thought he was going to let this go.

Nearly ten years spent with her father should have taught her better. "Friday, what was Penny watching?"

"Dad!" She cried, cheeks getting hot again.

"She was watching an instructional video on how to slow-dance, boss."

Furious and embarrassed, she stormed over to her bed and sat down, arms crossed. He gave a quiet chuckle that only made her angrier, and he approached slowly, lowering himself onto the bed, a hand on her back. "Come on, honey. It's my job to make sure you're okay." She turned her face away and his fingers gripped her chin, tugging gently until she was facing his direction. "Why would you be embarrassed about that? You know I'm in favor of using the internet to learn things. Better slow dancing than…I don't know…drug dealing or….assassination." She snorted a little.

"Auntie Nat would teach me that." He chucked, pulling her closer, the tension broken.

"What's going on, baby?" She sighed, deciding that he was going to find out anyway.

"I…I was going to the Homecoming dance with someone and…I just wanted to be able to dance."

"Okay. No problem." He hesitated. "So…are you going as friends, or…?" She blushed again.

"No."

"Oh. So…who is it?" She mumbled her friend/maybe boyfriend's name, and her dad lifted an eyebrow. "Not all of us have super-hearing, Spiderling." He teased.

"Ned." He blinked, obviously surprised.

"Ned. Really?"

"Is…is it okay?" She asked, feeling insecurity and worry in her stomach like a knot.

"What? Of course it's okay, Pen. Ned's great. He's your best friend."

"I just…I went to the last dance with Liz and I thought…I just…" He smiled at her, gentle and kind like he always was when she was worried.

"Pen, you're fifteen, kiddo. You go to school dances with whoever you want, as long as they're good people. You've got your whole life to figure out who you like. Okay?" She nodded, smiling. "Aright. I'll have you know, I'm much better at dancing than YouTube."

"People on YouTube, Dad. YouTube can't dance." She giggled, letting him pull her up and out of her bedroom, both of them heading into the living room.

"Whatever." He guided her hand to his shoulder, then put one hand on her upper back. "If Ned's hand goes any lower than this, you tell me." She rolled her eyes, and he chuckled. "Friday, play something dancy." As soon as that music came on, the memories came back. Mornings spent with her head against his chest, his voice strong and deep aginst her ear as he sang along with the music. His arms holding her close, standing on her tiptoes over his socked feet.

You know, you'll probably just end up swaying in one spot. I've seen teenagers at dances before. But it can't help to learn." He told her after a few songs. She nodded, doing her best to memorize the steps until she heard Steve's voice.

"Why are we dancing?" He called from his spot behind the sofa, and her dad turned with a grin.

"Penny's going to a dance. With a date!" She blushed but Steve grinned, coming to join them in the room, holding out a hand and, when she took it, he tugged her away from her father and into his arms.

"And you asked him to teach you!?"

"I asked YouTube to teach me." She clarified, making her father and Steve laugh as Steve led her around the room, one hand on her upper back, the other clasping hers.

"Who's the lucky lady?" Steve wondered, pushing her away and spinning her around.

"Actually…I'm going with Ned." She told him as he pulled her back. Steve nodded.

"It's good to go to dances with friends. Sometimes it's more fun."

"Actually…not…not as friends." His eyes widened just a little, and then he smiled.

"Ah. Is Tony going to give him the talk?" She shook her head, but of out the corner of her eye she saw her dad nodding.

"Dad, no!" She cried, but the man only grinned. "You didn't give Liz any kind of talk!"

"I didn't get the chance." That was true. He'd been arriving home from a business meeting right after she'd had to leave, so Happy had driven her to Liz's house.

"Dad…" he softened then, reaching out and catching her hand the text time Steve twirled, pulling her away from Captain America. The supersoldier relinquished her easily, dropping onto the couch and watching them with a smile.

"Don't worry, kiddo. I'm not going to scare him off." He assured her, leaning down and kissing the top of her head. "Now…do you want Pepper to take you shopping for a dress?" For the most part, she avoided dresses and shopping with her family because neither her father nor Pepper would hesitate to spend lots of money on clothes for her. But this time, she nodded. "Alright. I'll let her know."

When the night of Homecoming came around, Penny was on the phone with Ned who was on his way via his mom as she curled her hair at her desk. "Also…my dad wants to talk to you." She managed to confess at the end of the story of how she'd bought her dress.

"Wait…what?! What do you mean 'talk to me?'" Ned asked, sounding suddenly terrified. This was why she hadn't wanted to tell him!

"Just…talk. It's my dad! You've known him for years." She reasoned.

"Iron Man wants to talk to me! I'm dating Iron Man's daughter…is he going to kill me? Was I supposed to ask his permission to ask you out?" Rolling her eyes at that image, she snorted and put her curling iron down.

"Iron Man doesn't want to talk to you, Ned. Not unless you're secretly smuggling alien weapons or something. My dad wants to talk to you. You've known him since you were ten!"

"But…but I'm dating his daughter now! It's different."

Deciding that he wasn't going to stop freaking out any time soon, she grinned at her reflection. "You're right. He mentioned something about wearing his suit…."

"What!?" Her boyfriend squeaked, and she laughed out loud.

"Kidding. You'll be fine. Probably. See you soon!" With that, she hung up, wondering if she'd gotten some of her father's wicked sense of humor.

She didn't go downstairs right when Ned arrived. As funny as she thought his fear was, she was embarrassed. So she stood outside her bedroom door, super hearing working for her. "Ned. How are you?" She heard her father ask, his voice very stern and serious.

"I'm…um…I'm really good…sir…Mr. Stark, sir."

"Penny told me that you asked her to this dance."

"Yes…yes sir. I…I thought…well, we've been…getting closer… " Penny smacked a hand to her face, closing her eyes and shaking her head. "Not…not physically closer! I mean…she kissed me first but…" Silence. Total, dead silence and Penny felt her face catch fire.

"Ned…". She moaned under her breath.

"I just…oh god, Mr. Stark…"

"Alright, Ned. A few ground rules." Her father said, apparently throwing Ned a bone. "First, Penny is stronger than either of us. But if I find out you're pressuring her to do anything she doesn't want to do, we're going to be having a much less friendly conversation. Understood?"

"Yes! Yes sir! Of course!"

"Second, have a good time."

Silence. Then, "wait…what?"

"Ned, Penny's a good kid. She's smart and tough and she's the best thing I ever did in my life. She has a good head on her shoulders and I trust her. And you're a good kid too. If either of you ever need help, come to me. Otherwise, just have a good time at the dance with her, okay?"

"Yes sir." He murmured, and Penny smiled, leaning back against her bedroom door. He was the best father she ever could have asked for…and Ned was the best friend she ever could have asked for. Suddenly, she felt very, very lucky…the luckiest girl in the world.

"Alright, Fri, tell Penny Ned's here."

"Yes sir." The AI answered, thankfully not ratting her out. She pressed her hands to her face, then, taking a deep breath, she grabbed her purse, hurrying out to the living room and felt her cheeks flush when both her father and Ned stared at her, mouths slightly open, eyes wide. Her father was the first to recover, and he moved over to place his hands on her shoulders.

For a moment, he didn't say anything. But he didn't have to. His eyes said it all. He loved her. He was proud of her. She was the most important person in his universe. "You ready, kiddo?"

"Yeah." He nodded.

"Good. First…" He led her over to Ned, pushing them to stand together and then pulling out his phone. "I need to take some pictures."

 **Thank you for reading!**


	7. Chapter 7

**Prompt: On an Avengers mission, Penny falls into a trap and the Avengers have to get her out before it's too late**

"Alright, team. Are we all clear on the plan?" Captain Rogers' voice came through her intercom and Penny crouched behind the tree, her heater going full blast, heart racing as she glanced over at Mr. Stark in his Iron Man suit. The man glanced over at her and nodded, lifting his hand and giving her a thumbs up.

"We've got it, Cap." Mr. Stark said dryly, but Captain Rogers went on anyway.

"Banner, you wait in the jet and we'll call you if we need you. Natasha, you, Spidey, and Tony head in through the back. Clint and I will keep an eye on the front door."

It was Penny's first mission with the Avengers out of state, and her fifth overall. She might have kept a special journal of them at home. With doodles. "Kid, you ready?" Mr. Stark asked. She nodded, stepping forward from her hiding spot and shooting a web at the building, pulling herself toward the wall and sticking while the other two stood back just in case, then joined her. "Hear anything?" She pressed her ear to the wall.

"Karen? Enhanced reconnaissance mode." Immediately her suit stopped filtering out all of the outside noise and she listened. "Nothing on this level." Mr. Stark nodded, and she crawled down the wall and, waiting for Mr. Stark to open the door, she crawled in after him.

It was nearly silent in the large room. She could hear Mr. Stark's heartbeat and Natasha's too...the creaking of a metal building settling into the ground, the cold wind hitting the walls...the give and take of a slightly swaying tree outside, mostly sheltered from the wind by the building. They were in the middle of Colorado, nestled against the mountains with a threat of snow hanging in the air. They were all cold...she switched off her heater, though. They'd all be moving soon enough.

Soundlessly she dropped to the floor, moving behind Iron Man and Nat, ears open, spider-senses on alert. The building was supposed to be abandoned. The mission: move through the building gathering intel on HYDRA. Look out for anyone still around guarding the base. She suspected Steve was only there because she was in training and he wanted to keep an eye on her.

Captain Rogers hadn't been so sure about having her on the team at first. He'd been put off by her age, which, okay. So she was only sixteen. Still. Mr. Stark trusted her and Captain America was working on it. He let her come on missions, giving her explicit instructions and small roles that she did her best to execute perfectly, fighting the urge to help more or follow her own instincts. He was the Captain.

Mr. Stark had made it a condition to her training with the team that she took orders. When she'd brought up the fact that Mr. Stark never took orders and did whatever he wanted, he had thrown a pillow at her head from the other side of the couch and told her to respect her elders. So she did her best. She wanted to be on the team, even in a small way.

Dr. Banner was there because there was always the chance that someone could get hurt. Plus he wanted to examine some of this HYDRA stuff if they could find anything. And Nat and Clint, as they'd insisted on being called...well she wasn't 100% sure what they were doing. Surely she and Mr. Stark could handle an empty base.

They moved forward room by room, Penny turning on night vision as all the windows were painted black and Mr. Stark holding out a hand with a light to let Nat see a little better. They walked almost silently, except for Mr. Stark whose heavy metal armor clanked so softly that Penny doubted anyone in another room could hear.

There was a soft sound...a ping or something, and fear went up and down her back like a cold finger on her spine. "Down." She choked out the word, half whispering as she dropped, but immediate both Natasha and Iron Man dropped with her, Mr. Stark crouching and Natasha landing on her stomach beside Penny on the dusty, filthy ground as, right above their head, darts shot through the air, thudding uselessly against Mr. Stark's suit.

It lasted for about ten seconds and then stopped, and Mr. Stark reached out, putting a hand on her shoulder. "Good job, kid." He murmured as Natasha plucked one of the darts from the ground and dropped it into a bag hanging from her hip.

"Tony?"

"Spidey just saved our asses." Mr. Stark told Cap through the comms, and Natasha gave her a quick smile. "This place is booby trapped. Think Indiana Jones and darts in the walls."

"Alright. Just keep an eye out. Spidergirl, do you know what triggered it?"

"I heard something but I'm not sure what." She told him haltingly.

"Okay. Be on the lookout."

They moved forward again, more cautious now. Penny kept her ears open, but as they moved from a large open room into a hallway, there were still no noises. No heartbeats. No giant rocks rolling down the hall to crush them. Mr. Stark led the way, Penny switching between walking behind him and crawling along the walls. Natasha peered into the empty rooms, some holding old metal bed frames or broken glass. Most had blood on the floor, old, dry, rusty puddles of it staining the floors and walls. The sight of it made Penny shudder.

The hallway led to another, and at the end of this one was a door. Only one. Mr. Stark looked back at Natasha, then at Penny, his mask giving nothing away. "Cap, we've only got one door left."

"That has to lead to the lower levels." Penny climbed onto the wall and crawled behind the others. Something wasn't right. It wasn't icy terror...it was dread. Part of the floor looked different. Natasha took a step and Penny saw it all happen in slow motion, moving before she was really aware.

The dart shot out from the wall, catching Penny in the side, and she managed to land and shove Natasha right before the ground opened up and, head spinning, she was falling. Falling. Blackness and she was screaming and Mr. Stark was screaming her name, and then, after what felt like so long...she hit the ground, head cracking against what felt like concrete. Then, silence.

It hurt before she opened her eyes. Before she woke up. In the nothingness, it hurt. Moaning, she tried to move, but her limbs were like jello and she could barely work them. Fingers twitching, she tried to figure out where she was. She could hear screaming...screaming that sounded like her name. "Penny! Penny!" Pounding. Beating on what sounded like glass. A high pitched whine and then a noise but not...not quite close to her. Distant. Or maybe not distant. Just...soft.

No. It was her. Everything was muffled. Her ears rang and she pressed her palms to the floor and tried to push herself up...but her body was so, so heavy. "Penny, do you copy?" Mr. Stark was screaming, and she managed to get her eyes to open. Turning just a little, she found Mr. Stark with his metal-covered hands pressed against what must have been glass. "Penny?" He never called her that on missions. He was supposed to use her superhero name!

"Msr. Srk...name…" She muttered. Her body was limp against the ground and she blinked at him, exhaustion filling every part of her.

"Penny! Kid? You with me?" He and Natasha were standing on the other side of the glass, both staring anxiously at her, but she couldn't get up. Couldn't move.

"Glass?" She asked.

"Yeah, kiddo...but you can break it. Can you get up?"

"She hit her head. Hard." Natasha told him...or maybe not him. The woman's words were in her ear. The comms! She was speaking into the comms! They had comms! Pieces of reality came back to her and she brought a heavy hand up to her head. "She's bleeding...Steve get down here. We've got to get her out."

"Penny, the dart was probably poisoned." Mr. Stark was speaking to her again. "Kid?"

"Huh?"

He spoke as if fighting for patience...as if he couldn't wait another second for her to obey. She was doing her best to focus on him...she always tried to obey him. Him and Cap...they were in charge and she wanted to be an Avenger! "Can you pull it out?" She tried to nod...moving so slowly it almost didn't feel like moving, she found the thing with her fingers and tugged, finally managing to yank it out. It landed beside her with a soft plop and she let her hand drop once more.

"Mr. Stark?"

"Yeah, kiddo?" He sounded stressed...she felt bad about worrying him but she wanted him closer.

"I'm scared." There was silence for a moment, and then she opened her eyes again, remembering at the last second that she could do that. Mr. Stark was kneeling beside her, hands on the glass, mask retracted.

"Don't be scared, kid. You're okay. We're going to get you out. You're okay."

"I can't...move." She whimpered, lips trembling, tears dripping from her eyes under her mask. Reaching up with a heavy hand, she tugged it, managing to pull it off her head and gasping for air. It was so hard to breathe all of a sudden. "I can't...can't breathe, Mr. Sark."

"You're okay, kid. Just hang on a sec. Cap's on his way. I can't break this glass. He's going to try."

She tried to look around, head barely cooperating. She was in a box...concrete on three sides, glass on the front. Concrete on top? And...concrete underneath her. There were holes in the concrete walls near the top and she stared at them, confused. "I'm on my way." Captain America's voice was in her ear. "How many floors down?"

"Seven." Nat bit out. "Come all the way down." And then there was water pouring from the hole, and everything clicked.

It was a trap.

"Steve, now!" Mr. Stark screamed, slamming his fists against the glass. They didn't even crack it. Water pooled around her head and she tried to sit up but she couldn't. Couldn't move.

"Mr. Stark?" She whimpered.

"He's coming. Hang on...just a second, Penny." She reached out toward the closest concrete wall, pressing her sticky hand against it and trying to pull herself up. It didn't work. Her hands shook and she pulled but her body barely moved. "Steve, hurry!"

Water poured in, and it pooled around her legs, soaking her in what felt like seconds. "Mr. Stark!"

"Hang on! I'm coming...just hang on!" Another blast hit the glass...he was hitting the glass with his repulsors. She leaned her head against the wall, tears falling behind her mask. She couldn't move. Could barely sit up. And the water was filling the small room, reaching her hips. Pulling hard, she managed to lift herself just enough to get her hips out of the water, but not for long. The water was rising impossibly fast, droplets splashing onto her mask-covered face.

The room wasn't much taller than her...but there had to have been an opening on top for her to fall in...right? "Penny, get up. Honey, you have to get up!" Mr. Stark cried. "Steve!"

"I'm coming...I'm almost there...damn it!" Everyone froze.

"Cap?" Static. Then...nothing. "Steve!"

"Penny, get up now!" Mr. Stark demanded, and she felt herself sob.

"I'm trying." She whimpered, fingers clutching the wall.

"Penny!" She froze, looking over at Natasha who was crouching on the other side of the glass. "Hey. You're going to be okay."

"I can't move…"

"You were drugged. There are a lot of drugs in your system right now. You're going to be okay. We'll get you out. Just stay calm. Can you try to pull yourself up a little more?" Behind Natasha, Mr. Stark was pacing, and Penny wondered if his arm was shaking in his armor. His arm shook when he was nervous, even if he tried to hide it. He was scared. She could hear it in his voice.

"Okay." She murmured, gripping the wall with every bit of strength she had and tried to do it...she made it to her knees, her enhanced metabolism trying its best to burn through whatever had been in that dart. Even on her knees, though, the water was filling the tiny room and had reached her stomach.

"Try to stand up," Natasha ordered, voice gentle but urgent. Penny tried, all while Mr. Stark called into the comms for Steve.

Standing, her head nearly touched the roof of the tiny room, and if she stretched her arms out, she could almost reach the concrete walls. "Fuck!" Mr. Stark screamed, then aimed his hand oat the glass as far away from Penny as he could, then shot a series of three blasts...the glass barely shook, and Penny felt her heart stutter. "Steve, where are you!?"

"Tony...HYDRA...we've got…" Steve's words were lost in static, and Penny reached up with a clumsy hand as she leaned against the concrete wall, water up to her chest, yanking her mask off and meeting Natasha's eyes. The woman was afraid. She'd never seen Natasha afraid before.

The water was up to her neck, and she moved one hand from the concrete wall to the glass, trying to slam her fist into it. But her knees wanted to crumble and her body refused to cooperate. She should be able to break this...but it wasn't normal glass...almost like everything in this base was designed to contain people like her. "Mr. Stark." She gasped, and he brought a fist back, his metal covered hand barely shaking the glass. He screamed a curse and Natasha turned just as Captain Steve Rogers raced into the room, blood running from a gash on his cheek. Shield in hand, he raced toward the glass, flicking it at the wall like a frisbee.

The glass shuddered but didn't break. Didn't even crack.

The water was up to her chin. "Mr. Stark…"

"No...shit, fuck...get her out! Steve!"

"Mr. Stark, I'm sorry." She slurred. She was out of time...they couldn't break the glass.

"No! Penny, don't…" He half-begged.

"I'm so sorry. I love you. You're like…" Even now it felt too strange to say, but she hoped he could see in her face what she meant as the water covered her chin, taking some of her weight and making her float. At least she didn't have to stand up anymore. "I love you."

Mr. Stark put a shaking metal covered hand over his mouth, eyes closing, a sob ripped from his throat. "No...no." He punched the glass again and again, screaming. "No!"

"It's okay. Mr. Stark...I love you." She whispered again, and he pressed his forehead to the glass.

"I'm going to get you out, I promise...Penny, I promise...I…" His words were cut off when the water reached her ears and she turned her face up, nose nearly touching the concrete ceiling, mouth open as she gasped one last breath of air before the water covered her face.

She let herself sink down, eyes wide open as she watched Steve scream and Mr. Stark rip the shield out of his hands and beat it against the glass. They were both screaming...and her lungs burned. She would have to take a breath soon...and then she would die. Terror filled her chest and, had she not already been under water, she would have sobbed. Instead, she beat her hands against the glass, knowing it wouldn't make a difference, but hoping. Praying. Surely they would save her. This glass couldn't stop the Avengers! Right?

She had to breathe, and the water rushing into her lungs burned like nothing ever had before. Her whole body jerked as her lungs fought for air, and Tony screamed and used both hands clutching the shield to beat the glass. Slowly, the edges of her vision darkened, and she felt apathy and exhaustion replace the terror as her body started to fail. The last thing she saw was Mr. Stark, face crumpling, and the shield slamming into the glass over and over before everything went dark.

Pain. Something pressing on her chest too hard. A snap. Not outside...inside.

Then another.

A hand cupping her cheek, rough, tilting her head back, forcing her jaw open, and then lips on hers.

She'd never kissed anyone before, but this wasn't kissing. This was warm air, pushed into her lungs and forcing them to expand. It hurt...like when she'd been over at MJ's and her friend's obese tabby cat had walked on her chest, paws pressing into her ribs. She couldn't move away from the feeling, though...couldn't push the cat away. Could barely move at all.

More pressing and she wanted to scream. Beg. Please stop it hurts please please please.

"No...kid you are not doing this to me!" That was Mr. Stark, and then lips were on hers again, more air, then more pushing and her body jerked, mouth still open, and her throat burned as bile and water forced its way out of her throat. "You're not leaving me...not now."

Someone rolled her over onto her side, patting her back as she choked and threw it all up, gasping for air in between gags, tears dripping from her eyes at the pain. It hurt so freaking much...but she couldn't stop. "There you go...there you go, baby. It's okay. I'm right here. Let it out. You're safe." He spoke softly, the comforting words murmured as he crouched beside her.

"Mr…"

"Don't talk yet. Just breathe." She did, eyes snapping open as she found herself pulled into someone's lap, shivering hard. Cold...she was so cold. Mr. Stark was still wearing the suit, but he was sitting on the ground, holding her against his chest. He was shaking too, eyes red-rimmed and glued to her.

"Tony?"

"I've got to get her out of here. Where's Bruce?" He asked, glancing away from her face for only a second.

"Natasha's helping him change back." Change back...they'd called in the Hulk to save her. "Get her back to the jet." Captain America bit out.

"Sorry." She rasped, throat burning, lungs protesting her use of them now that she was breathing talking again.

Steve went from frustrated to concerned in less than a second. "Don't be, kiddo. None of this was your fault. We're going to get you to the jet and warmed up in no time. You'll be fine." He promised, that sincere all-American kindness in his eyes.

Slowly, Mr. Stark stood, holding her so still it didn't seem possible that he was walking up stairs. "You're okay, Pen. I've got you." He promised, his voice a murmur in her ear.

"Can't move…" She slurred once more.

"Bruce will need to take some blood and try to identify the toxins. You're going to be fine." He kept saying it, as though he were trying to convince himself as he started up the stairs.

In the jet, with an unkempt, worried-looking Doctor Banner who had Mr. Stark lay her down and immediately strapped an oxygen mask on her face, her mentor refused to move from her side, only turning around when Natasha helped her out of her wet clothes and wrapped her in a warm, thick towel. The woman dried her hair, moving carefully around the oxygen mask, then dressed her in a new pair of soft pajamas that they must have kept somewhere on the jet...did they keep spare clothes for all the Avengers, she wondered as she was laid back down on the bed and wrapped in a soft, comfortable blanket, or just her.

Mr. Stark dropped into a chair beside her, leaning forward and taking her hand. "Don't talk." He urged when she opened her mouth. "Just for a little while, kiddo. You need to get some rest." Tired and sore, she let her eyes drift shut, head sinking into the pillow. "Pen?" She cracked them open again, and he ran a hand through her still-wet hair, the soothing motion nearly putting her to sleep. "I love you too, kiddo."

 _ **Thank you for reading!**_


	8. Chapter 8

**Prompts: Tiny Penny meets the Avengers after the Wormhole incident in New York and Penny calls the Hulk a green teddy bear. Penny is Tony's biological daughter AU.**

Penny wasn't supposed to be here. She knew that. For four years now, she'd lived with her daddy, first in California, then in New York. And she knew that she wasn't supposed to be here. Her dad had given her very specific orders…stay with Pepper. In the tower. In the safe room. Do not leave the safe room for any reason. No reason at all. Not until he or one of the Avengers came to get her. That's what he'd told her, kneeling in front of her, hands on her shoulders, eyes dark and serious before he'd left the room to deal with Loki, whoever that was.

"Is Loki going to hurt us?" She'd asked, glancing over at Pepper, and her dad had shaken his head.

"No. No, baby, he's not going to hurt you. I just…I've got to take care of this and then I'll introduce you to the Avengers, okay? I promise." She hadn't liked his tone…hadn't liked the way he kept glancing back at the door. Scared. Worried. Her dad was never supposed to be worried. He could take care of anything.

"Dad…" She had whispered, feeling herself start to break. She hadn't wanted to lose him…hadn't wanted to be forced to face the rest of her life without her father. The thought was unimaginable. Unbearable.

"Kiddo, I've got to go." He'd been dressed in a suit, not his armor, and she'd gripped his sleeve. Suddenly, her whole body had been filled with terror. Absolute, utter terror. He was leaving. Leaving to fight. She didn't want him to fight. Didn't want him to leave her like her mom had left her. Sometimes he got hurt when he was Iron Man and she hated it. Hated every second of it. Her father should never be hurt.

"Don't go. Please…please, Daddy, don't go!" She had sobbed, the tears coming out of nowhere, and she'd held on tight to his sleeves even when he'd pulled her into his arms. "Don't leave me. Daddy, please don't leave me!"

"Baby…" He'd whispered, sounding absolutely broken as he'd knelt in front of her once more, pulling her close. "Baby, I have to."

"No." She'd shaken her head, nose in his neck, gripping him with every bit of her strength. After a moment, he'd stood, scooping her up and carrying her over to the bed. He'd wanted to get her and Pepper out of the city…she'd heard him telling Pepper before. But something about it being too late…she wasn't sure. Still, he had carried her over to the bed and had sat down with her in his lap, face buried in her hair.

"I'll be back, Penny." He had finally promised, pulling away just enough to rest his forehead on hers. "I promise, baby. I'll be back. I'll introduce you to the new team…they'd love to meet you. And then we'll go out for ice cream. Okay?"

"I don't want ice cream." She'd sobbed. "I just want you to stay." Her dad had sighed, pressing a kiss to her nose, and then one to each of her cheeks, then finally her forehead.

"I love you. So much. You know that right?" She'd nodded, still crying. "I'll be back. I promise. But I have to take care of this." So, giving her one last kiss to her hair, he'd left her with Pepper.

The building had shaken, and Penny had huddled on the bed under the covers, ignoring Pepper who had sat beside her, stroking her back. She knew she was too old to be crying like this, but he was her daddy and she didn't want him to leave her. She didn't want to be alone again. Didn't want her dad to die. She'd already lost her mom. Already lost everything else. But her dad…he didn't seem like someone who could die.

Her mother hadn't either.

Pepper had to take a phone call. She'd stood up, hesitantly opening the door to the safe room and stepping outside.

And Penny had run.

She knew better. Knew that her father was going to be furious with her. But she had to get to him. He could be as angry as he wanted but she had to find him. Of course, he'd never really been angry with her before, but still. She had to find him. Grabbing her cell phone from her pocket, she had overridden JARVIS (something her dad didn't know she could do but was probably about to find out), racing through the hallways into the kitchen which was practically destroyed. The huge windows were broken and Then she'd taken the elevator to the first floor, leaving her father's building and stepping out onto the streets of New York.

The city was in ruins. She'd never seen anything like it. Suddenly feeling very small, she looked around at the familiar street made unfamiliar by rubble and overturned cars and…there was someone in one of the cars. Someone with blood pouring from their head and pooling on the ground underneath them. She looked away, feeling sick and terrified, but didn't go back inside. She couldn't. Not until she found her dad.

Her dad had started letting her walk to Delmar's with Ned after school on Fridays. Of course, she had a special whistle and a cell phone and a bracelet that tracked her location at all times and she was pretty sure her clothes had trackers in them too and Happy was always, always on call. Her dad had stressed that over and over. Plus she had to text him when she got to Ned's and when they were leaving the house and when they got to Delmar's and when they got back to his house and about fifteen times in between. And the shop was only two blocks away from Ned's house.

Of course, she was grateful that he let her go out with Ned sometimes. He was usually more overprotective…but he was starting to loosen the leash a little. She'd had sleepovers at Ned's place and MJ's too. Was allowed to do after-school activities. But wandering the streets of New York alone was definitely forbidden.

She didn't care.

Crouching behind the cars and looking around at the mostly deserted streets, she pulled out her phone and brought up JARVIS. "FInd my dad." She ordered, and after a few minutes of calculating, a map appeared on her screen, a little red dot blinking several blocks away.

She'd never walked out on the streets alone. She'd never been so far from the tower alone without her dad knowing. Pepper could realize she was gone at any time and freak out.

She ran.

Feet slamming into the pavement, arms pumping, she ran. She had to find her father. Penny didn't care that he was going to be furious. Didn't care that she was going to be in so much trouble…more trouble than she'd ever been in before. Didn't care that, for the first time ever, she might actually get grounded.

She had to find her dad.

Following the map, she ran as fast as she could, but no one was around. The streets were practically empty. She had never seen New York like this. Nearly silent. But she could hear noises…getting closer and closer. According to the dot on the screen, she was almost there.

When she turned the corner, the first thing she saw was the Hulk. Huge. Green. Angry. Barely ten feet away from her. When he turned to face her, his head was nearly as big as she was, and he glared down at her, eyes narrowed in what she had to assume was angry. He was huge, with meaty fists the size of her body.

She screamed in surprise, scrambling back and falling to the concrete, hands burning where they scraped on the ground.

Suddenly there were more people looking at her. A man with a shield. A man with a bow and arrows. A man with a hammer. They all turned to face her, the man with the hammer standing from where he was crouched beside someone…her dad. He had been crouched beside her dad who lay on the street in full armor, not moving.

He wasn't moving.

She felt like she might throw up.

The man with the hammer was coming closer, looking worried, but all she could see was her dad. In his suit. Lying motionless on the street. "Dad!" The word died in her throat. She couldn't breathe right. Couldn't believe this was happening. He'd promised to come back for her. "Dad!" She screamed for him, jumping to her feet, stumbling, then catching herself only to be held back by the huge green creature that wrapped his arms around her, stopping her from approaching.

"No! Let me go!" She screamed, squirming in his arms. But she was no match for him. More surprising was the fact that he wasn't hurting her. In fact, he was just holding her. Gently. "Please. Please….my dad…"

"Hey." The man with the hammer approached, hands up, while the one with the shield stayed by her father. "Hulk, careful."

"Hulk no hurt girl!" The Hulk practically roared. Or maybe his voice was just so loud because he was holding her so close.

"Okay…okay." The man murmured. "Just…be careful with her. Are you alright?" He asked Penny. She didn't care what he was saying…didn't care that the Hulk was holding her back. She had to get to her dad.

"My dad…I have to…my dad…" She sobbed, squirming again in the Hulk's hold. The other man, the one with the shield, stayed by her father, looking grim and afraid. "Please! Dad!" She screamed, and the man put the hammer down, coming a little closer, hands slightly raised as if he was worried about being arrested.

"You need help finding your father? Are you lost?"

"Let me go! Please, please let me go! Daddy!"

"Penny?" Natasha stepped into view then, eyes wide. What was her Aunty Nat doing there? Was she an Avenger too? "What are you doing here? Hulk, let her go." The huge green man did as she asked and Penny hit the ground hard, scrambling up before the man who had sat down his hammer could try and help and racing toward her father. Ignoring the man with the shield, she dropped to her knees beside her father, the skin on her knees tearing under her jeans, and grabbed his arm.

"Daddy? Daddy!" She screamed, shaking him. He didn't react. "Please…please, Dad! You promised! You promised you wouldn't leave me!" It hurt. Just like when her mom had left her. Just like those first few days with her daddy. It hurt, deep in her stomach, and her throat ached from crying and he couldn't be gone. Couldn't be dead. This couldn't be happening. She couldn't lose her dad. It wasn't fair wasn't fair wasn't fair she couldn't do this! "Please. Please don't go." She whimpered, gripping his armor, fingers useless against the metal.

Silence. Dead silence from every one of the Avengers who stared at her in absolute shock other than Natasha who approached slowly, the Hulk following. "Penny…honey, you shouldn't be here." The woman told her, her voice barely a murmur.

"No…no!" She screamed when Natasha knelt beside her as if to pull her away. "Daddy! Wake up! Wake up, please!"

"Nat, what's going on?" The one with the shield demanded.

"Penny, he wouldn't want you here. Not right now." The woman tried to reason with her.

"I don't care!" She shook Natasha's arm off, then looked up at the man with the shield. Captain America, she realized. This was Captain America. "Help him. Please…please, Mr. Captain, help him! Please!" He looked helpless all of a sudden, staring down at her father, then at her. Giving up on him, she turned to the others. "Please. Please help him." She sobbed. Everyone stared down at the ground other than the Hulk who met her gaze, huge eyes sad. "Please. Can't you help him?" She didn't know why he wasn't moving…didn't understand what had happened. He was her dad! He was Tony Stark…Iron Man! Iron Man could do anything! But he wasn't moving. Wouldn't open his eyes.

She couldn't do this.

The Hulk suddenly charged toward them, looking furious as he lifted his huge fists, and Penny cowered, hiding against her father's side. Captain America started to lift his shield, but the Huk didn't hit her. Instead, he lifted his fists and slammed them into the concrete, the impact shaking all of them and jostling her father's body as the creature…man…Hulk roared. The noise he made was too loud, making Penny cover her ears…but then her dad was opening his eyes, gasping for air, a hand going to his chest.

"Dad?" She whispered, and her father's wide eyes went from staring at the Hulk to staring at her.

"Penny?" He matched her tone, looking around at the assembled Avengers who all stared at him, eyes huge. He took in his teammates and the destruction…and Penny. Penny was the one he stared at the longest, mouth open. "Penny, what the hell? What are you doing here?" He demanded. Penny threw her arms around him, not caring that he was upset. He didn't exactly sound angry, but he didn't seem happy either. She didn't care. Angry, upset, disappointed…she could take it. All of it. As long as he was still alive.

"I thought you were dead." She whimpered into his neck, her whole body shaking so hard she could barely talk. "I thought you'd left me."

He sighed, sitting up and pulling her into his lap, the metal cold on her skin. He wrapped his arms around her, rubbing his hand up and down her back. "Okay, baby. It's okay." He murmured, resting his cheek on the top of her head. "I'm here…I'm right here, baby. I didn't leave you."

"I thought you were gone. I don't want you to go….please…please, Dad…"

"I'm not going anywhere. I'm here." She felt his lips on the top of her head, rocking her back and forth a little in the middle of the street while the Avengers all watched. She was too old for this, she knew. Too old to cry like a baby. But he was her dad and he was all she had left.

"Tony…do you have a daughter?" Captain America asked after a minute, and she could practically hear her dad roll his eyes.

"No, Spangles. Just met this kid today. Hey, kid, what's your name?" She giggled through her tears, and she felt him kiss her head again.

"I do not understand…Stark, is this not your child?" The man with the hammer sounded concerned and her dad laughed a little, sounding breathless. Hysterical, just like she felt.

"It's a joke, Point Break. This is my daughter." His metal-covered hand stroked her hair, gently working through a knot as he tucked her head under his chin. "Pen?"

"Hm?" She sniffed, wiping her eyes but not relinquishing her grip on his neck.

"You want to meet the Avengers?"

Not really, to be honest. All she wanted was her dad. She wanted him to take her home and hold her and promise that he'd never leave the house again and never put on this awful, terrible suit again. But first her mom, then her dad had taught her to be polite, so she nodded.

"Well, you already know Natasha."

"Hi, Aunty Nat." She whispered, turning her head a little and waving at the woman who crouched down in front of her, reaching out and wiping a thumb over her cheek.

"Hi, malyshka." Natasha murmured. "This is my friend, Clint." She gestured toward the man holding the bow who came to stand beside Natasha before crouching as well. "He has a little boy about your age."

"Hello." Penny tried to get her voice above a whisper, her throat still tight and painful.

"It's nice to meet you, Penny."

"You too."

Her father stood, arms still around her as he kept her close, and Natasha and Clint stood too. "Pen, that's Captain America." He gestured toward the man with the shield who held out a hand, face solemn and also very nice. Open. Captain America held out a hand and she took it.

"Hello, Penny. I'm Steve Rogers."

"Hi, Mr. Rogers."

"You can just call me Steve." The man invited with a smile, shaking her hand up and down once, fingers gentle on hers.

"And this is Thor. He's from another planet." Penny's eyes widened, and she was intrigued against her will.

"Really?" She asked, looking up at the huge man who immediately came to kneel in front of her, smiling as he rested his elbow on his knee, holding out his other hand to shake hers. His hand practically swallowed her tiny one.

"It is an honor to meet you, daughter of Stark."

"You too, Mr. Thor." She wiped her eyes with the one he wasn't holding, self-conscious about the fact that she was still shaking. Still afraid.

"Hulk meet girl!" Her dad put a hand on her shoulder, everyone turning to face the Hulk who was standing on the sidelines, looking put out.

"Uh…" He hesitated, looking down at Penny, then at Hulk. "Maybe later, big guy."

"Hulk no hurt Penny!"

"Yeah, I know, but, uh…" She wiped her eyes again, trying to calm her shuddering breaths and taking a step forward, holding out a hand that looked ridiculously small compared to his, ignoring her father's hesitation. She wasn't a baby, no matter how scared she had been that her father was…

She couldn't even think it.

"It's nice to meet you Mr. Hulk." The Hulk smiled, engulfing her hand with a shockingly gentle one. She wasn't afraid of him anymore. He'd been careful with her and he'd saved her dad…he was like a giant green teddy bear!

"Hulk Penny's friend." The Hulk announced, and she grinned back at her dad who smiled, reaching out and resting a hand on top of her head.

"Yeah? Well, I guess he's a good friend to have. Wait until you meet Banner. He's great too." Pulling her closer, he held her tight against his side, and Penny wrapped an arm around him. "Alright…who wants shawarma?" He asked, and Captain America chuckled, shaking her head. "What do you think, Pen?"

"What is it?"

"No idea. I've always wanted to try it though." Nodding, she followed her daddy and the Avengers as they tried to find a restaurant that was still open. She didn't know what shawarma was, and she didn't care. She didn't care how much trouble she was going to be in once her and her dad were alone, and didn't care that she'd probably lose at least her cell phone privileges. As long as her dad was safe, she didn't need anything else.

 **Thank you for reading!**


	9. Chapter 9

**Prompt: Tony finds out that Skip Westcott is harassing his daughter.**

 ** _*WARNING: This piece includes some inappropriate behavior toward a minor.*_**

Penny had been excited about third grade. Her teacher was really nice...Ms. Tenison was everyone's favorite. The older kids said she sometimes brought in jelly beans and gave them out to whoever got their answers right on tests. Ned was in the same class as her, and they were even allowed to pick their own seats, unlike second grade when they'd had a seating chart.

Her dad had brought her on her first day, walking her into the class, her hand fitting reassuringly over hers as she'd trotted along beside him. Ned had already been in one of the seats in the front and she'd sat down in the desk beside hers on the end, right by the windows. While her dad had said hello to her beautiful, smiling new teacher, she and Ned had shown each other their new backpacks and pencil boxes and, most excitingly, pens! They were allowed to write in Pen in third grade English which generated an excitement that would confuse Penny later on when she looked back on those days.

Her dad had gotten her a set of pens with Star Wars characters and all of her pencils had science beakers on them. She even had an Iron Man eraser that Aunty Nat had gotten her. "Daddy, it's you!" Penny had cried, holding it up excitedly, and he'd chuckled, putting his tablet down and kissing her hair.

"Yeah, I guess it is."

The first day of third grade was great, full of new kids and new worksheets and rules. Uncle Happy picked her up from school most days, and on Fridays, Uncle Rhodey would get her and take her out for ice cream. It was their little secret. The only thing she actually kept secret from her daddy, but she knew it wasn't something he'd be upset about and she suspected he actually knew already.

Her dad had told her to never keep secrets from him. He insisted he wanted to know everything. Everything. He wanted to know if the secretaries were ever mean to her or if anyone ever hurt her. All of it. So she told him, even when he was busy. He was never upset…not with her.

They had music class on Mondays and Tuesdays and art on Thursdays and Fridays. On Wednesdays, they had extra recess. The schedule was posted on the wall, and music was definitely her favorite. Her dad has already started to teach her to play the piano and read music, and she loved it. Art was okay...she wasn't great at it. But music was her favorite at first.

Mr. Westcott was her music teacher. He was really nice, and he was impressed that Penny could already read music which was more than most of the kids in her class could do. Ned didn't like him much but she wasn't sure why. They didn't really talk about it. But Penny always had a good time in music class and was hoping that her dad would be impressed when she got even better at playing the piano. Maybe in Middle school, she could even join band!

Three weeks into the school year on a Friday afternoon after lunch, Penny's class sat in their music classroom, each of them in a chair, recorders in hand. The room was filled with loud music, most of it off-key, but Penny could play pretty well. They had been doing worksheets and learning which music notes were which and how long you played them for and all that. It was something Penny was pretty good at, but actually playing instruments was even better. So she sat beside Ned and waited her turn when Mr. W asked them to play one at a time. She got an A.

After class was over, Mr. W asked her to stay behind, and as she sat in her seat, the rest of her class lined up outside the door, Ned throwing her worried glances until he disappeared through the door, and then she was alone with Mr. W.

She'd been alone with men before. Plenty of times. Uncle Rhodey and Uncle Happy were alone with her all the time. Her dad too. Mr. Fury a time or two. And she never felt worried...but her dad had told her to never stay in a room with someone if they made her uncomfortable and he had given her permission to leave a room and find someone to help her if she was ever alone with someone she didn't like or who was trying to hurt her. But Mr. W wouldn't hurt her, right? He was always nice to her!

Mr. W stood up from his desk and gestured for her to follow him. She did, passing his desk, then pausing when he gestured for her to step into his office.

There was no reason for that to make her worry...no reason that she should be wary to be alone with him.

But she was.

She stepped into his office, hands behind her back, eyes on the ground, then sat down when he pulled a chair out. He pulled his own leather rolling chair over close to her, hands clasped on his lap, and she smiled. "You're very talented in music, Penny. Did you know that?"

"Um...yeah...I mean...thank you, Mr. Westcott. My dad teaches me...he taught me to play the piano."

"Oh. Does he play?" She nodded.

No one really knew who her dad was other than Ned and her main teacher...her last name was still Parker. He'd asked if she wanted to change her last name, but hadn't ever pressured her to. He'd promised that it was okay if she wanted to keep her mom's last name. So she had. He said later that it was probably for the best that people didn't know that he was her father...it might draw too much attention. She didn't want a lot of attention, so she agreed. "Yeah. He's really good."

"What does your father do?"

"He...he works for a company." She told him, confused when he rolled his desk chair closer to her, hands on his lap, legs so close that their knees almost touched.

"So I guess he's gone a lot." Mr. W asked, putting a hand on her knee. "That must be hard." She frowned. Her dad had put his hand on her knee before. So had Uncle Rhodey. Uncle Happy. Auntie Pepper. But this man...his hand squeezed and moved up her leg and she wanted to get away.

Her dad wasn't gone a lot...not really. Penny shook her head. "No...not really. He has business trips sometimes but he's usually home by six." She squirmed back a little and he squeezed her leg a little harder. "And he's always home on weekends unless he has to go out of town." She babbled. The man nodded.

"You know, I think you're my best student. A lot better than everyone else." She thought about Ned and tried to pull away again, but Mr. W put a hand on her shoulder. She wasn't better than everyone else...everyone else was good too. They were all doing their best! They just hadn't been working for as long as she had. "How would you like to have private music lessons with me after school?" He wondered. "I can send a letter home to your dad." He squeezed her shoulder, then let his hand trail down her arm. She didn't like it. Didn't like any of this.

"No thank you." She murmured, shaking her head. He leaned in closer, resting both hands on her legs now, fingers squeezing her thighs.

"Are you sure? I think I could teach you a lot about music. We can even play the piano together." She shook her head.

"My dad can teach me." She told him simply.

For a moment, he looked upset, and his fingers squeezed even tighter. Too tight. She clenched her jaw, staring down at his hands but too afraid to move. She was so much smaller than him...if she made him really mad, he might hurt her. "Are you sure?" He asked. "I think it could be a lot of fun. Why don't you let me talk to your dad? See what he thinks?"

"Okay." She whispered.

"Good." He let go, patting her leg, then scooting back. "Well, you'd better get back to class." She stood, nodding and hurrying toward the door. "Oh, and Penny?" She turned around, trying not to give in to the desire to run. "Don't tell your dad just yet...let's make it a surprise. Okay? I don't think he'd be happy if he hears that you didn't want to have extra classes."

"Okay."

Back in class, Penny felt her stomach churning. This wasn't right. She knew that. Knew that none of her teachers had ever acted that way. Had ever hurt her. But she didn't want to talk to anyone about it. Didn't want to admit that anyone had hurt her. It felt like she should have done something. Like she should have made him stop or yelled or screamed or something. It wasn't like they were alone. And it wasn't like he'd really hurt her very much.

Uncle Rhodey picked her up from school, and she pretended that she was fine. They went out to ice cream and she told him about her day. He listened but seemed worried, and when she took a break from talking so that she could take a bite of her chocolate ice cream, he spoke up. "Hey, Penny, you okay?" He asked, and she paused, swallowing her ice cream and nodding.

"Mhm."

"You sure, kiddo?" She nodded again, trying to look as if she meant it, and even though he didn't seem convinced, he dropped it.

That night at dinner, seated between her daddy and Auntie Pepper, she picked at her lasagna, barely eating a bite, and, as always, her dad noticed. "You've been quiet, honey. Everything okay?" He asked, reaching out and squeezing her shoulder. She nodded, trying not to flinch. This was her dad. He'd never hurt her. Never. Even when she got in trouble, he never, ever hit her or even yelled much. Ned had told her once that his dad spanked him when he was bad, and when she'd tearfully asked if he was going to spank her the next time she'd gotten in trouble (for staying up reading long past bedtime) he'd gone kind of pale.

"What?" He'd asked, sitting beside her on the bed, a gentle hand landing on her back.

"Ned...Ned says that his daddy hit him when he was bad...that he spanked him. Please don't hit me. I won't do it again." She had sobbed. Her dad had wrapped an arm around her, pulling her close.

"Hey...don't cry, baby." He'd murmured, lips pressed to her head. "It's okay...hey." She'd looked up at him. "No. I'm not going to hit you. Ever. Okay?"

"Ned said…"

"I'm not going to hit you." He had cut her off, wiping a thumb under her cheek to brush a tear away. "Ever. I promise." He'd run a finger across his chest, crossing himself. "Cross my heart, hope to die." She'd smiled a little. "My dad...he wasn't very nice. He hit me sometimes." He had admitted, resting his chin on her head. "I'd never do that to you." There had been fear in his voice, and she'd wrapped her arms around him, her own fear forgotten.

"I'm sorry, Daddy." She'd whispered, and he'd kissed the top of her hair.

So she didn't have to worry about that. Her dad always kept his word. He wouldn't hit her. Ever.

"I'm just tired." She lied. Her dad pressed the back of his hand to her forehead, frowning.

"You don't feel warm. You want to go to bed?" Figuring that was better than trying to pretend she was okay, she nodded. So she headed off to her bedroom, crawling into bed, and managed to hold out for about an hour and a half. An hour and a half of lying in bed, wiping tears from her eyes, and fighting with herself.

Her dad had told him to always tell him if something was wrong. But she closed her eyes tight, head hidden in her pillow. She was embarrassed. Ashamed. She should have done something! Instead, she wanted to sleep and pretend it had never happened. So she closed her eyes tight.

Then she went to find her dad.

He was in the labs according to Jarvis. Dressed in fuzzy pajamas and bare feet, she padded to the elevator, taking it down to her dad's lab. The doors slid open, and her dad barely glanced up from where he was drawing something, the gentle glow of his arc reactor lighting up the immediate area in front of him. "Daddy?" She asked, and he frowned at his paper.

"Hey, baby. What's wrong?" He asked, erasing something with his pencil.

He'd told her to tell him when something was wrong.

She wasn't supposed to keep secrets from her dad.

"I...I think I need to tell you something." He glanced up at that, putting his pencil down.

"Yeah?" He asked, turning in his chair to face her. She nodded, and he grabbed a chair, looking serious.

"But...I'm afraid to." She admitted, dropping her eyes. He patted the chair again, and she went over, sitting in the chair across from him.

"How come?" He asked, gentler, but still serious.

"Because...I'm scared you'll be mad." He nodded, staring down at his clasped hands for a moment. "You...if I tell you...do you promise not to get mad?" He gave a soft chuckle.

"I'm afraid I can't promise that, baby." He murmured, reaching out and taking one of her hands. "But I can promise that, no matter what, you're going to be okay."

Was that enough?

"Was it something that happened at school?" She nodded, biting her lip hard, eyes getting hot. "Did you do something to get in trouble?" She shook her head.

"I don't think so." She whispered. He ran his thumb over the back of her hand, waiting. "I was in music class." She finally told him. "Mr. Westcott...he asked me to see me after class…" A tear finally dripped down her cheek and he tugged on her hand a little. Without any more prompting, she climbed into his lap, letting him hold her close, her head resting against his chest.

"It's okay. You're not in trouble, baby. Just tell me what happened." He urged.

"He...he said I was the best in his class and he had his hands on my legs. He asked...asked if I could stay after school for piano lessons and I said no and he got really mad and was squeezing my legs and hurting me so I said I could and he said he'd talk to you but he told me not to tell you and I'm not supposed to keep secrets from you unless they aren't bad like how Uncle Rhodey always takes me out for ice cream on Fridays." She finished in a rush, another tear dripping down her cheek, and he held her tight, not moving or speaking for a long time. "I'm sorry...I shouldn't have…"

He shushed her, rocking her a little and rubbing her back. "Hush, baby. It's okay. You didn't do anything wrong." He sounded mad. Furious.

"I'm sorry. You're mad…"

He shook his head. "Not at you, baby girl. I'm not mad at you. You did the right thing telling me." Her dad kissed her hair. "Can I see? Where he hurt your leg?" She nodded, pulling the loose legs of her pants up, showing him the marks just above her knees. There were bruises now, little purple and red marks in the shape of fingers. He pressed his lips tightly together, pulling her pant legs back down. "Is that all he did?" She nodded. "Okay. I'm going to take care of this. Alright?"

"Am I in trouble?"

"No. You're not in trouble. You didn't do anything wrong, baby. He shouldn't have done that, and he's going to get in a lot of trouble."

"But...he's a good music teacher." Her dad went still at that, dropping his head so that his forehead was on top of her hair. She was crying, she realized. Shoulders shaking, she sobbed as she tried to get the words out. "He was nice and he...he was good at teaching us music and I liked him! Why did he…" She trailed off, letting him pull her close.

"I don't know, baby. I don't...some people...they just...they act like good people and...sometimes people start out good…" He sounded so helpless...so sad, that she tried to stop crying. Standing, he kept her in his arms as he walked over to the sofa in the corner of his lab. He lay her down on the couch, covering her with the blanket he kept there for her. "There are a lot of bad people in this world, Penny. And I wish I could stop every one of them. But I can't...I'm going to stop this one, though. Okay?" She nodded, and then he was typing on his phone, looking serious and angry once more.

He stayed with her on that sofa until Uncle Rhodey came downstairs, the two of them talking softly, and then Uncle Rhodey came over to the sofa, sitting down and running a hand over her hair. "Hey, sweetheart. How are you feeling?" He asked as her dad headed upstairs, phone clutched in his hand. She shrugged.

"Uncle Rhodey?"

"Yeah, kiddo?" He asked, voice and face soft. Kind.

"I told daddy about the ice cream. I'm sorry." He snorted, shaking his head and tugging gently on a strand of her hair.

"That's okay, hon. He already knew. I don't keep secrets from your dad either."

Later that night when her dad returned to carry her up to bed, his hands were both bandaged, redness staining the white cloth covering his knuckles. "Daddy?" She asked, half-asleep, head resting on his shoulder. "What happened to your hands? Are you okay?"

"Yeah, baby. I'm fine. Just go back to sleep."

 _ **Thank you for reading.**_


	10. Chapter 10

_**Prompt: Penny is once more trapped under a building (part 1)**_

Penny had worked with the Avengers a handful of times now. They hadn't seen her face yet...she didn't really want them to. Neither did Mr. Stark. He hadn't exactly had the chance to have the 'Spidergirl is only sixteen' talk with the Avengers. Now that they were all tentatively working together again, he didn't want to upset the delicate balance. Or something. Either way, she'd gotten a call while out on patrols to help out and had jumped at the chance to work with the Avengers. Karen was able to patch her into the comms, and the next thing she knew, she was swinging through the city, catching a glimpse of Falcon and Iron Man out of the corner of her eye.

Her heart soared as Captain America's voice hit her ear through the comms. "Alright, team, does everyone copy?" There were a chorus of replies from the other Avengers, then Penny realized she should probably chime in.

"Um...yes sir...Captain, sir...I...I copy...Mr. America, sir." Everyone chuckled and her face went red under her mask, cheeks matching her suit.

"Just call him Cap, Spidey. Everyone else does." Mr. Stark spoke in her ear, sounding like he was smiling. Talking to Captain America hadn't gotten any easier despite having worked with him a few times...then again, she'd never actually spoken to him one on one. She had always just talked with Mr. Stark and he'd given her her orders.

The team had gotten back together not too long ago...a few months. Right around the time of her birthday. She wasn't sure, but she suspected it had something to do with Bruce Banner and Thor returning from...well, wherever they'd been. She hadn't met them yet...not really. She'd just worked with them a few times...seen them in passing. Worked in the same city block. But they hadn't spoken yet, beyond Thor introducing himself and telling her it was nice to meet the 'girl of spiders.'

The issue on the table: killer robots. Possibly made by Hydra or maybe a local supervillain. They weren't too sure yet. Either way, they were attacking civilians and so they had to be taken care of. Cue the Avengers.

"Spidergirl, you and Natasha start getting civilians to safety. Iron Man, you, Falcon, and War Machine set up a perimeter. Let's try to keep these things in a six-block radius."

"I've got emergency services evacuating everyone north of here. Spidey, Nat, give them a hand?" Mr. Stark suggested.

"Good. The rest of us will start taking these things down. Try to capture one if you can, Tony. We need to figure out where these things are coming from." Penny swung around a corner, releasing her web and dropping down to the ground, landing in front of a group of people all running the wrong way.

"Hey, guys." She waving, hoping she didn't look scary or anything...and that they'd listen to her. "Try the other way. The Avengers are here...they're going to take care of this."

"What are those things?" One man demanded, pointing up at one of the robots.

"Um...not sure yet. But you guys need to head south. We're setting up a perimeter." She ordered, pointing in the direction they needed to go. To her surprise, they immediately turned and began running the right way. "Awesome." She muttered. "Karen, can you help me out?"

"It seems as if there are more civilians hiding in the bank two blocks north of you."

"Got it!" Taking off at a sprint, she dodged derbies and falling robot parts as, above her head, Mr. Stark took out some robots and attempted to capture one. When she turned a corner, she saw Thor going head to head with one of them. She jumped onto the roof of one of the cars parked on the street, shot a web, then leaped, swinging around another corner and was easily able to find the bank.

"Hello!" She called, looking around the dark lobby. "It's...it's Spidergirl! Come on out! I'll get you to safety!" Slowly, one by one, heads popped out. "Hi! Spidergirl." She introduced herself again, counting as quickly as she could. Three women, two men, and, peering out from around a column, a man with a baby and a three or four year old. The older child pointed at her in wonder.

"Daddy! Spidergirl!" She smiled, heart warm. It was always cool when someone recognized her

"That's right. And I'm going to get you guys out. You ready?"

No one argued...no one even seemed to think twice about trusting her. The man carried his baby while another one of the men picked up the older child, and the group gathered behind her in a tight huddle. "Okay. Stay close. I'm going to lead you out of here. Got it?" They all nodded, silent and pale, eyes watching her anxiously. "Karen, um...make it so I can talk to everyone again?" The comms had been quiet for the most part...the occasional quip from Hawkeye or Iron Man going unanswered as they all focused. But Penny might need more cover.

"Um...hello?"

"We copy, Spidergirl." Captain America answered immediately.

"I've got a group of civilians at the Stonewall Bank. Eight adults, two kids. I'm going to get them to safety."

"Alright, Spiderkid. I've got you." Rhodey spoke up. "Go ahead and get them out. I'll cover you guys from the air."

And that was that, she supposed.

Penny hurried out of the building, the two men carrying children in the center of the group, the others flanking them. They moved quickly, Penny keeping an eye out for falling derbies or angry robots.

They were lucky.

With Rhodey flying overhead, they were able to make it to the line of police who'd set up their own perimeter, and she caught sight of Iron Man flying overhead, shooting a robot with his repulsors. "So cool." She whispered, then had Karen switch over to the comms. "Thank you, War Machine, sir." He chucked.

"You got it, kid."

"Karen?"

"Five blocks northeast, there are civilians trapped in a parking garage."

"How many?" She asked, shooting a web to the nearest building and taking off, swinging by Black Widow who was guiding another group of civilians out.

"2 women, one appears to be in her early forties, the other in her late seventies."

"Which level?" She asked, swinging as fast as she could."

"They are on the first sublevel."

"Thanks, Karen."

She found them huddled behind the car, the whole structure shaking. Hurrying over to them, she crouched beside their car, holding out a hand. "Hi, I'm Spidergirl." She introduced herself. "I'm going to help you get out. Okay?"

"Is it going to fall?" The younger woman wanted to know, looking around in obvious terror.

"It might. So we have to get out. Hurry." They followed without arguing, letting her lead them up to the first floor...then the ground was shaking...and she glanced back to find one of the robots making its way toward her. "Go...go now!" She ordered, turning to face the thing and praying that they listened.

They were on the ground floor, half walls surrounding them, and little rectangles of daylight visible along the sides. But she didn't see any other Avengers around.

She didn't need any other Avengers...she could handle this.

The robot sped up, claws on either side aiming themselves at her, and she leaped as it flew by, wincing when the building shook. She turned once more as it came at her, the movements jerky but relentless. She dodged it almost easily...almost like it wasn't trying too hard to get her. Still, it seemed to avoid her webs until she got a little closer, which turned out to be a mistake.

One of the metal claws, tipped with sharp metal almost as if it had fingernails, caught her in the side, and she hissed at the burning pain, dropping to the ground and gasping, staggering a little. It came at her again, and this time she was able to duck out of the way, shooting a web at the ceiling to get herself away, blood soaking the side of her suit.

She thought about calling the others…maybe someone was close enough to help her.

How would they ever take her seriously if she couldn't even defend herself against one robot?

Penny shot a web at the robot once more, this time incapacitating one of its claws. The thing struggled as she shot more and more webs, making it impossible for it to move...and then her spider senses exploded.

And then everything went dark.

When Penny woke, it was slow. Breathing was hair and the air was filled with dust and it was so dark...she could barely see. Her eyes peeled slowly open, and she coughed, nearly screaming in pain when that moved her whole body. Her whole body which was pinned beneath something...the worst pain was in her chest...she was being crushed.

"Karen?" She choked out.

"Yes, Penny?"

"How bad is it?"

"I am afraid that I am unable to run diagnostics. Something was damaged…". Karen cut out for a second, then came back. "Damaged in the collapse."

"Okay...um…can you link me to the comms?" She asked, voice desperate. After a moment, during which she rested her forehead on the ground, unable to hold it up anymore, she heard the others. Faintly. "Um...hello?"

"We copy, kid. What's up?" Mr. Stark asked, sounding tense.

"Um...I'm kind of...I could use some help." She muttered, trying not to cough.

"Can you hold out for a little while, Spidergirl? We're kind of tied up here." Captain America asked, his voice tight.

"Oh...yeah, of course." She swallows back a sob, shivering from the cold that hit her like a brick wall...or a parking garage that had collapsed on her. "Yeah. I'll...I can wait."

"Alright kid. See you soon. Stay down if you're hurt." Mr. Stark ordered, and then Karen disconnected them.

She was under a parking garage. She was being crushed. And she was cold. Head aching, Penny took stock. She couldn't breathe very well, and when she tried to move her hands under herself to get some leverage, her left arm screamed at her, refusing to move from where it was caught between two chunks of concrete.

It was broken.

Penny let the sob out them, wriggling her right arm out from underneath herself and gripping her mask. It was too small. Too tight. She couldn't breathe! Yanking the mask up over her nose, she gasped for air that still didn't come. Her sobs were high pitched...desperate. "Please, Mr. Stark...please hurry." She whimpered to no one, wondering if Karen was still recording. "Please...please…"

It all went dark again.

She gasped awake, screaming when her body jerked under the concrete. It hurt...it hurt so much. Her body trembled as she gasped for air, and her left arm throbbed. She couldn't even feel her legs...couldn't move them or find them...were they even still there? She wanted to connect to the comms again, but her mouth was so dry and she was so cold...every word she managed was barely a whisper. "Karen?"

"I'm here, Penny." Her AI spoke in a gentle murmur, and Penny felt tears slide down her cheek.

"Don't leave me. Please."

"I won't leave you, Penny. I'm right here." Still crying, Penny closed her eyes again. Karen wouldn't leave her. She wasn't alone this time.

This time the comms jolted her back into consciousness...she hadn't even realized that she'd been asleep. "Alright, kid. Do you need a lift? Where are you?" Mr. Stark asked. She blinked at the concrete inches from her face, swallowing hard...her whole mouth tasted like dust. "Kid? You okay?"

"I'm...parking garage." She muttered.

"You're breaking up, Spidey. You said parking garage?" She nodded. "Kid?" He asked, sounded worried.

"Garage…"

"Tony, track her suit." Captain America ordered suddenly, his voice deadly quiet.

"I am...it's coming from…". More silent and Penny wondered if it had cut out again. "Kid? Are you in the parking garage?" Mr. Stark all but whispered.

"Mhm." She murmured, and then someone was swearing.

"Kid? We're going to get you out, okay? We've got Banner here...he's going to look you over as soon as we get you out. Talk to me!"

"Karen...she's broke. Can't tell me." Penny slurred, shivering so violently that it hurt.

"Okay. That's okay. We'll fix her. How about you?"

"My arm...I can't...I'm...I'm cold, Mssr Sark….". Her words dropped off and she heard movement above her.

"Okay. Possibly a broken arm. We can fix that. Don't worry about that. Anything else?" She just blinked at the concrete, wondering if this was it.

"M'dying?" She asked, pretty sure she knew the answer. The pain was ebbing away and even though she could barely breathe, she didn't care quite so much.

"No! Absolutely not, kiddo. You're not dying." Mr. Stark sounded more upset than she'd ever heard him but she could barely bring herself to care.

"Spidergirl! Keep talking!" Someone else ordered. Cap. He'd said to call him Cap...or had Mr. Stark told her to? "We've almost got to you. Just hang on! Talk to me, kid!" He ordered. She was supposed to listen to him.

"I'm stuck again." She murmured.

"Yeah, I know, but we're digging you out," Cap assured her.

"What do you mean 'again?'" Falcon wanted to know. She tried to remember.

"Vulture." She told him. "Homecoming dance...under a building he...the supports…pushed it off but I can't…". She trailed off, gasping for air. "Mr. Stark I can't breathe...sir...please…". She was crying again. She didn't want to die. Not here. "Please, sir, I don't…"

"You aren't dying!" Her mentor barked. "I'm coming, kid. Just hold on!"

She gave a breathless scream when something was lifted off her back, and she looked up to fine Cap down in the little space beside her, fingers on her throat. "Okay...Bruce?"

"I copy, Cap."

"Prep emergency evac. It's bad. Pulse barely there. She's conscious but barely responsive. Her left leg is trapped under some concrete...Thor?" She phased in and out as something was pulled off of her, wondering what he was talking about. "Left arm definitely broken. She's coughing up blood." Was she? If she was, she hadn't noticed. Then again, it was hard to breathe. "Bleeding...I think it's from her stomach…oh…". He whispered, eyes softening as he seeks to get a better look at something. "Get the jet here now! We need to get her out of here."

"Cap?" Mr. Stark asked from somewhere...the comms! She opened her eyes and realized that they were in a small space and that the concrete hadn't all been removed. She was still stuck under a piece of it.

"Rebar...it's coming out of her stomach...she must have fallen on it or something...pressure is keeping it from bleeding too badly but I'm going to have to pull her off it." He spoke softly, moving closer and crouching beside her. "Spidey?" She moaned, unable to make her words work. "It's okay. I'm going to hand you up to Thor and he's going to get you to the jet." He touched his ear. "Sam, you and Bruce ready?"

"Mssr….Strrk…?" She moaned.

"He's bringing the jet over. He'll be with you, Spidergirl."

Something was lifted off of her, freeing her completely from the concrete, and she coughed, choking on the dirt and dust that settled over her like a cloud. "Alright, kid. Bear with me here for a second." He mumbled. "Thor?"

"I am ready to take her."

"Sam? Bruce?"

"We're ready for her in the jet."

"Tony?"

"I've got the jet now get my fucking kid out of there!" Mr. Stark snapped. Everyone seemed to freeze, and then Captain America had a hand on her mask.

"Tony...is she…"

"Cap, I swear…"

"Here." She heard Thor move closer, leaning over the open space before climbing down. "Let me take her out of here."

"I'm afraid to move her," Cap admitted softly. "The rebar is stopping the bleeding...as soon as we pick her up it's going to start bleeding again. A lot…"

She was on her back, upper body slightly elevated thanks to the uneven concrete, and when she looked down at her body she could see the metal sticking out of her stomach.

He was afraid to move her…there was rebar in her stomach.

She was going to die.

Penny sobbed, lifting a hand to her mouth, and a gentle hand touched her hair. "Hello, girl of spiders." Thor greeted her softly, slipping his arms under her shoulders and knees. "I'm going to take you to the jet...Banner and Falcon are going to help you."

"I can't...can't move…". She whimpered. He nodded gravely.

"Alright. Do not worry about moving. Just hold on for a few more moments."

When he lifted her, it was like every ounce of energy she still had in her body drained out with the blood pouring out of her back. But he was running, pressing one hand tightly to her back at an awkward angle.

Time blurred.

She was placed on a bed, two men hovering around her, placing something on her stomach and back but she couldn't even scream...couldn't get her lungs to work. They were speaking to her and asking questions...she didn't have any answers. Could barely even talk. Someone was swearing...one of them? Definitely not her. Then the jet was moving and Mr. Stark was there.

He pulled her mask the rest of the way off without hesitating, and then his hand cupped her cheek. Someone asked something. He closed his eyes for a second.

"Sixteen." He told them, defeat in his voice.

Breathing got harder. Every second it was harder. "We're here. Don't worry, Penny. You're going to be okay. I'm here."

"Mssr...Mssr St..." She gasped, and he shook his head, thumb rubbing under her eye.

"Hush...hush, kiddo. It's okay. I know...I know it hurts. I'm sorry. But I'm right here. I won't leave you."

Thor took her hand and she realized she was squeezing it, tears running down her cheeks. "I'm sorry." She choked out at one point, looking up at Mr. Stark who looked sick.

"No. There's nothing to be sorry about. You did great. I'm sorry, kid. I should have come sooner."

"Too much blood...Tony, I can't…I don't know if we're going to make it in time..." Someone else spoke urgently, pushing down on her stomach.

Mr. Stark stood, hands fisted in his hair, leaning over as if in pain while the other two men hurried around her, moving and touching her. She turned to find Thor at her other side and squeezed his hand weakly. He was the only one sitting still, jaw clenched, staring down at their connected hands until she squeezed them.

"Thanks for getting me out, Mr. Thor." She whispered, and before he could respond, she closed her eyes, figuring that bleeding out while surrounded by her heroes wasn't the worst way to go.

 _ **Thank you so much for reading!**_


	11. Chapter 11

_**Prompt: Penny is once more trapped under a building (part 2)**_

"Too much blood...Tony I can't...I don't know if we're going to make it in time." Bruce kept applying pressure, glancing up at the group in the jet.

Steve Rogers stood in the corner of the jet, Natasha at his side, her hand covering her mouth. She was staring down at the floor of the jet, taking deep, exaggerated breaths. He thought about touching her shoulder...trying to comfort her...but he didn't know if it would be welcome.

Clint had taken over flying the jet, switching places with Tony without a second thought, and Rhodey was copiloting, throwing worried glances back at his friend. They were all throwing worried glances over at Tony.

Tony was clutching his hair, bent over double, and if Steve didn't know any better, he would think the man was injured. Badly injured. But it was the girl...the sixteen-year-old girl bleeding out on the table, that was badly injured. Up until a moment ago, he'd touched the girl's cheek, murmuring reassurances in a tone that Steve has never heard him use. Now he looked like he was going to keel over.

"Get my fucking kid out of there!"

His kid. This girl was sixteen...Tony had still been kind of wild sixteen years ago. So...this girl...this was his daughter, Steve realized. She had to be. She had the dark hair and the brown eyes...she was using a suit he'd made for her, but Tony had told them that she had invented the web shooters and fluid herself. So she was smart. Smart enough to be the daughter of Tony Stark. Plus they'd never learned her real name. Never seen her face before that day.

The girl wasn't an Avenger. Tony had been clear about that. But she had helped them enough times to know that she was competent. No...not just competent. For a sixteen-year-old, she was incredible. Smart, quick on her feet...sweet, polite...she was a good kid and a great superhero. They'd all come to enjoy having her on missions. She certainly took orders better than her father.

He wondered why the girl called her dad Mr. Stark as Bruce and Sam worked, Bruce applying pressure as best he could and Sam putting something under her nose...oxygen. Why wouldn't she at least call him Tony...unless she didn't know? Maybe Tony had found out and was just waiting for the right moment to tell her? A needle was slipped into the crook of her arm and an IV started. She was in the best possible hands...but would it be enough?

"Thanks for getting me out, Mr. Thor." The girl's voice was breathless, but as soon as she'd opened her mouth, everyone had gone silent, Tony turning to look at the girl who was looking up at Thor. The god of thunder had carried the girl to the jet and his whole front was soaked in blood. He stared down at the girl, eyes wide in surprise. Thor has taken her hand, stopping the enhanced girl from squeezing and crushing the railing with her good hand.

He opened his mouth, eyes gentle, but the look died when the girl went limp, a monitor beside her suddenly beeping angrily...and then she went rigid, Thor's hand the only thing stopping her from slamming her head against the bed. Jaw tight, a noise escaped her mouth...a soft grunt that repeated, staying the same volume as Tony lunged for her.

Steve grabbed him before he could push Bruce or Sam out of his way, dragging him backward and ignoring the screaming. "I swear to god if you don't let me go, you asshole! I have to help her! Penny!" He choked on the name, elbowing Steve in the side. "Let me go!"

"Tony, you can't help her." Steve reminded him softly, holding him against his chest. "Let Bruce and Sam help. Just...let them work, Tony. We're almost to the compound. They're going to help her. It's okay."

She'd been laying in a heap under the concrete, shoulders down, back twisted so that her face was down but her stomach and lower back were flat...it was a wonder that her spine hadn't snapped. But the rebar had been the biggest probably. Broken ribs and a punctured lung were what Steve suspected. Broken left arm. Possible broken leg. But her stomach was the worst.

The rusty metal had gone through her hip and had been sticking out of her stomach at an angle...but Steve wasn't a doctor. He wasn't sure what had been punctured or what had been broken...all he knew was that any soldier that he'd ever known that had been shot in the stomach had died. Quickly. But Penny was enhanced.

He prayed that would be enough.

Don't let this child die. Not like this...she'd been crying.

Tony stopped fighting him and Steve had to hurry to wrap his arm around the man before he crumbled. Turning him, he pulled Tony against his chest. They weren't the closest of friends, and Tony had never accepted his comfort before. But as the jet touched down and Sam and Bruce wheeled her bed away, Thor relinquishing his grip on her hand for the first time and standing, lost, where the bed she been, Tony broke down.

The man sobbed into Steve's shoulder, hands in fists as he clutched the back of Steve's shirt. "She's going to die." Tony choked out. "She's only sixteen...it's my fault…"

"It's not your fault." Steve murmured, a firm hand on the man's back. Natasha approached, a gentle hand resting on Tony's shoulder.

"That girl is one of the strongest I've ever met. If anyone can survive this, she can." Nat told him, dropping her head against Tony's, and for a long time, the three of them stood like that. Not moving. Steve held his friend as tightly as he dared, Natasha leaned against his shoulder, and on the other side of the jet, Thor stared down at the blood on the floor, arms limp at his sides.

"Tony? Do you want to go get cleaned up?" He asked after a moment. "I can go check on her. See how Bruce and Sam are doing?"

Tony nodded dumbly, quieter than Steve had ever seen him. Steve kept an arm around him, leading him out of the jet, Natasha and Thor following until they reached the Medbay. Rhodey and Clint were already there, hands clutched in their laps, both silent and grim.

Without arguing, Tony stepped into the bathroom, the door locking behind him, and Steve and his group joined the other two. "They took her back without saying anything," Clint informed him, face so pale it looked ashen. "She was still seizing…"

"Bruce and Sam are both with her," Rhodey spoke up. "The whole med team is here...they're all working on her."

Would it be enough?

The first time Steve had met Spidergirl had been in Germany. And he'd been impressed. The girl had taken a beating and kept on fighting. She'd managed to take out Sam and Bucky by herself. And she'd saluted him. Told him she was a big fan. Then, the first time they'd worked together, she had been almost painfully eager, listening to his every command as if she were a soldier herself.

Sure, she had sounded young, but if pressed, he would have put her in her early twenties. Probably a college student.

She hasn't even graduated from high school.

Tony joined them after a few moments, dropping into a chair beside Rhodey. He had cleaned up some, but his shirt was still bloody, eyes still red-rimmed. He didn't make eye contact with any of them, just clutched his hands in his lap and stared at them, jaw tight. "Bruce and Sam are with her. She's in surgery." Rhodey told him, and the man nodded. And so they all sat in silence. Waiting.

Sam stepped out of the double doors after about an hour...the time had somehow flown by, and Steve stood when his friend entered the room. He was wearing clean clothes, face drawn in a grimace.

Tony didn't even look up.

Had he given up?

Sam took a chair beside Steve who sat back down. Waiting.

She had called for help at 4:23.

They'd gotten to her at almost 5:30.

Steve had left his teammate to bleed out alone for an hour after she'd asked for help. No matter what anyone else thought, this was on him.

"They're still trying to stop the bleeding." Sam finally spoke, voice hoarse. "It's...it's bad. They were able to knock her out and the pain medicine they use for Steve works on her so...there's that."

More silence.

"She needs blood. A lot of it."

"Is anyone a match?" Natasha asked. Sam nodded his head toward Steve.

Sam seemed to be in shock...why had it taken him that long to tell him!? "Okay. Let's go." Steve jumped up, and Sam stood slowly. Shakily. He led him back through the double doors and into a room where he shakily put a needle in Steve's arm.

"Sam?" He asked as the blood started to drip into a bag.

"She's just a kid...she woke up. Was screaming. Begging for Tony." He put a hand to his head, flinching. "He called her his kid."

"Sam, are you okay?" He asked as his friend slumped back against the wall. The man sighed, then put a hand up to the back of his head. It came back bloody. "Sam! We need to get…"

"No." His friend pointed at him, expression fierce. "Don't you even think about interrupting them. That little girl needs every bit of help she can get! She's dying, Steve. She's enhanced and her body's fighting it...but we left her under a building for almost an hour. I'll be damned if I'm going to take away one of her doctors for a mild concussion and a cut."

Steve didn't have an answer. This was on him. He'd left her. He was the leader of this team! She'd asked for help and he'd told her to wait.

He may have killed Tony's daughter.

They took a lot of blood. He didn't care. They could have all of it. So he ate the cookies and drank a full gallon of orange juice and then went back to the waiting room, all of them gathered around Tony...all of them waiting.

Bruce came out five hours later. He was wearing a clean white coat...he must have changed. There must have been so much blood...Steve could see it on his shoes. "Tony?" The man glanced up, eyes dead and red-rimmed.

"Is she going to survive?"

"I don't know," Bruce admitted. "There was a lot of infection. She lost...she lost quite a bit of blood and...her body is healing as best it can. If it weren't for her DNA…". He shook his head, and Steve dropped his head in his hands.

"I'm so sorry." He whispered, and then felt all eyes turn to him.

"Cap, it wasn't…" Nat started, but he shook his head.

"I made a bad call."

"I should have known something was wrong," Tony spoke up for the first time, voice rough. Pained. "I know her...I could tell...if I had been paying more attention I would have known." He ran a hand over his face, trying to wipe discreetly at his eyes. "This is on me, Cap. Not you. I brought her into this."

"She was doing this before you ever recruited her, Tones." Rhodey reminded the man.

"I have her set up in one of the private rooms," Bruce spoke up once more, hands clasped tight in his lap. "The stomach injury is the most severe...she also had a punctured lung and five broken ribs. Her left arm was broken in two places. Her right ankle is broken, and her knee was dislocated. I have a breathing tube in, and she's on antibiotics to fight the infection. Right now...now it's up to her."

"Can I sit with her?" Tony asked, hoarse. Afraid. Steve felt like he was intruding somehow.

"Of course." Bruce nodded, and Tony followed the man out of the room.

Steve stayed away from the Medbay for the next few hours, focusing on debriefing with the team and cleaning his shield. Showering. Talking to Shield with Nat and Clint. And then he had nothing else to do. So he changed into a clean t-shirt and khakis and went into the Medbay. Into Penny's room.

It was nearly five am. None of them had slept...none of them except Penny, of course. Steve found the team in the waiting room when he entered, all of them changed into their regular clothes. Nat had a book in her hand, but she was clutching it too tightly. Clint was scrolling through something on his phone, but his eyes kept straying to the doors that led to Penny's room. Thor...Thor was staring at the floor, motionless. Statuesque.

Steve stepped through the double doors and made his way down the hallway, searching his way through the maze of hallways until he found her door...it was open. And Tony was sitting beside her, fingers gripping the ones on her right hand. "I'm right here, baby. I'm here. You're going to be okay." He was whispering, voice catching. "I'm so sorry...Pen...I'm sorry. We're going to get you better. Don't be afraid. I'm here. You're not alone." Steve leaned against the wall beside her door, eyes shut. He didn't feel like he ought to be there. He was intruding. This was Tony's daughter.

But Steve was the Captain of the Avengers. He'd made a bad call...that girl was here because of him.

Waiting until Tony took a break from whispering to the girl, he slipped into the room, clearing his throat and pretending not to notice when Tony wiped his eyes, sniffing. "You should get some sleep." He suggested, sure the man wasn't going to listen. He was right. There was no response. "How is she?"

He could see how she was. There was a breathing tube in her throat, mouth open around a bright blue bite block. One ankle was in a cast, as was her left arm. And her head was wrapped in a white bandage. Otherwise, she could have been sleeping, a blanket draped over her, coming up to her chest. The ventilator was breathing for her, the soft hum of air and machinery filling the room.

"Bruce said it's up to her now…" Tony almost choked on the words. "He said...he said she might be able to hear us so, uh…" He waved a hand at the girl and sniffed again, obviously uncomfortable with having Steve there.

Steve sat down on her other side anyway, reaching out and resting a hand over the cast, his touch as light as possible. "So...Penny, huh?" He chuckled a little., making his voice as light as his touch. "It's nice to officially meet you, Penny." Steve glanced up at Tony who didn't so much as move. "I'm Steve...although I guess you know that." He swallowed. "I...I need you to wake up, kiddo. I need to apologize to you in person. You...you did a great job. You're going to make one hell of an Avenger, Penny."

"Language, Cap." Steve chuckled, shaking his head at the sad smile on Tony's face.

"Right. One heck of an Avenger. But first, you have to wake up. That's an order. Because I need to apologize to you. I made a bad call. I...you asked for help and I made you wait and...I should never have done that. I should have made sure you were okay first. And I'm sorry. I'm so sorry."

Penny didn't even flinch.

"What did she mean? About her homecoming dance?" He asked after a moment. Tony exhaled, squeezing the girl's hand.

"She stopped some asshole in a wingsuit from stealing all of our tech...it was on one of my planes. A few weeks before...she'd messed up. Almost got a bunch of people hurt. It wasn't all her fault but...I took her suit away. I was trying to teach her a lesson, you know? Figured that she had to realize that she was a superhero with or without the suit. It uh...it backfired, of course. Like most of my plans." Tony sighed, obviously bitter. "I guess that's what she meant. I didn't know. She never...she never told me what happened before she took the guy down Called himself The Vulture." Tony rolled his eyes. "Idiot. Still...the kid...she did good. Took him down on her own."

Tony fell asleep in his chair about an hour and a half later, head thrown back against his chair. Steve nodded off not long after, and when he woke, it was to Bruce ushering them out so they could change her bandages...check her over. So they did...they showered and ate, and then they went back to her room, her room a revolving door for the Avengers, minus Vision and Wanda who were...on vacation? Maybe? Steve wasn't sure.

Everyone visited. Thor sat silently at her side for a long time, staring holes into the floor. Clint asked questions. Where she went to school. How she'd gotten her powers. No one answered him...he was asking Penny. And Steve and Tony would wait until she could speak for herself. Natasha read to her in Russian and English, fairy tales. Novels...reports. And Tony...Tony talked to her. Held her hand. When Steve took a break, he'd always come back to find him whispering to her. Telling her that she would be okay. Promising that he was with her. Begging her to wake up.

Telling her he loved her.

Four days in and something happened. Infection or...something. Steve didn't understand. He wasn't a doctor. He was a soldier. But the girl's temperature skyrocketed and she had more and more trouble breathing, whimpering and squirming despite the pain medicine being pumped into her veins. No matter what Bruce gave her, no matter how much he tried to develop better antibiotics...she was getting worse. Her fever rose. And rose. Her body got weaker and weaker.

On the sixth day, Steve entered the room only to freeze in the doorway.

Tony was sitting in her bed, her head resting on his chest, the fingers of her right hand resting on his. "Alright, baby. It's okay." Tony whispered, a sob catching in his throat as he dropped his head to rest on the top of hers. "I'm here. I'm right here. You...you just...just let go if you need to. I'm still here. I won't leave you." His shoulders shook, tears dripping down his cheeks as he held her. "You're my hero, you know that, Spidergirl? Always have been. And…" He sniffed, swearing under his breath. "May thinks you're at an intern conference. I've been faking email messages from you...sorry. Maybe we should think about telling her one day." He was so gentle, shifting her just a little so that her head rested against his shoulder and he pressed his lips to her hair. "Let go if you need to. It's okay. I'm here. I'm right here, baby."

Steve left.

Penny didn't let go.

The girl clawed her way back to the land of the living. First, the fever broke. Then they removed the tube. She could breathe on her own, but they kept an oxygen mask over her face. Then she opened her eyes. She wasn't responsive, but she stared at the ceiling for long moments at a time as Tony and Steve and, at times, the others, spoke to her. Tony kept her up to date on the antics of someone named Ned and Steve told her war stories...the funny ones. They were the constants, rarely leaving except to shower, eat, or, for a few hours at a time, sleep.

She'd been asleep for a week and a half the first time she seemed to respond to them. Steve glanced up at her during one of his stories and his words died in his throat when he saw her eyes on him, blinking tiredly. "Penny?" He asked.

He still didn't know her last name. Tony hadn't told him another thing about her. But he knew her first name. He planned on using it. Tony jerked his head up. "What?" Then he turned to look at Penny. "Pen? Kiddo? Can you hear me?" She blinked a few times, eyes narrowing as if she was confused, and then she nodded.

Tony clamped a hand over his mouth, a smile breaking through, eyes watering. "Good...good, kiddo. I'm glad." She opened her mouth under the oxygen mask but he put a hand on her hair. "Don't try to talk just yet, honey. Just...you just rest, okay?"

"I'm going to get the doctor," Steve said, jumping up and hurrying out of the room to find Bruce.

He leaned against the wall in the hallway for nearly ten minutes, hands over his mouth, whispering 'thank you, thank you' over and over. Then he went to get Bruce.

After that, Penny got better every hour, it seemed. She got a little of her strength back. Was able to sit up. Drink smoothies. Take medicine. She slept a lot at first, but Tony never left her side. Even when she slept. He had to be dragged away to shower and sleep…

Steve barely left her side either.

The other visited as often as they were allowed. Which was for about an hour a day, once a day. Penny seemed happy to see them...and confused. Still, she didn't seem awake enough to be asking questions and trying to make sense of anything so she just smiled and talked with them.

It had been two weeks since the mission, and it was a rare morning where Tony was asleep on the sofa in the corner of the room. Penny was reclining in bed, drinking a smoothie and half-watching the TV mounted to the wall. Steve hadn't really been alone with her, not since she'd woken up, but now, with Tony asleep, this was the closest he was going to get.

"Penny?" He asked, getting the girl's attention.

"Hm?" She asked, blinking heavily. She was already tired.

"I...I need to talk to you." Her eyes widened, and he made his smile soft and reassuring. "It's nothing bad."

"Oh...okay." She glanced over at Tony as if hoping he would wake and rescue her. "Um...is everything okay?"

"Yeah. Everything's fine. I just...I needed to apologize now that you're awake."

"Apologize?" She asked, rubbing her eyes and sitting up a little. He put a hand on her shoulder, pushing her to sit back.

"Just...stay put." He urged with a smile, not making it a command, but a suggestion. "Bruce said you need to stay in bed. Keep resting. Stay still. How are you feeling?"

"Um...sore. But fine." She hurried to assure him.

"Good. Now. Back to my apology."

"You don't have to apologize." She held up her good hand. "It was my fault."

"No. It was not." He shook his head. "Nothing about this was your fault. You called for help. I'm leading the team...and I didn't try to find out if you were seriously injured. I didn't check up on you. I let myself get distracted. And I...I am so sorry." Her eyes lowered to her lap and she pressed her lips together, looking uncomfortable. "Penny?"

"Does this mean...do you not want me to work with you guys anymore?"

"Hey. Look at me for a second." He reached out, resting a light hand on her shoulder. She did after a moment, barely managing to meet his eyes. "I'll admit...when I found out how old you were...I was pretty upset. But you have more than proven yourself. Even if you aren't technically an 'Avenger' yet, you're part of the team." She blinked at him. "Your dad recruited you...and maybe you were recruited a little too early…" Her eyebrows furrowed and she looked around in confusion.

"Wait...what?"

"You were only fourteen or fifteen when you started this. That _is_ too young. But you're in this now."

"No...wait...Cap…"

"You can call me Steve, Penny." He invited, hoping to put her at ease.

"Right...sorry. Steve. Um...you said that my dad recruited me?"

"Yes. I'm sorry...I know it's a secret." He gestured to Tony who was still snoring softly on the chair. "But I went to Rhodey...with the way Tony was acting I figured it out pretty quickly." Rhodey had been really surprised at first, but then he'd smiled, chuckling a little.

"I guess you figured it out. Just don't tell anyone."

"I promise, your secret is safe with me," Steve told her. He meant it, even if he thought the others might be starting to suspect something was going on.

"Knew...knew what?" She asked.

He frowned, glancing over at Tony who hadn't stirred. "That...that Tony is your father…" He trailed off, taking in Penny's huge eyes. "Tony is not your father." She shook her head and he released a breath, swearing that he was going to get back at Rhodey. "Right."

"My dad's name was Richard Parker." She told him after a moment, a smile tugging at the corners of her lips. He nodded. "I live with my aunt May. She...she doesn't know."

"Why are we telling Cap your life story?" Tony asked then, yawning and rubbing his eyes as he sat up, moving closer to Penny's side, looking her up and down...checking on her. She smiled at him when he pushed some hair behind her ear.

"Rhodey told Steve that you were my father." She told him with a soft laugh. Tony sighed, rolling his eyes.

"Damnit Rhodey...not again."

 _ **Thank you for reading!**_


	12. Chapter 12

**_Prompt: An Infinity War story with Tony and Penny/ Protective Tony after Infinity War_**

Orange. Dead, terrifying orange. Empty. Cold.

So cold.

Penny was so, so cold.

She had been so cold for so long.

She sat on the ground, head resting against her knees. Shaking.

Then there was someone with her. Not Mr. Stark. Mr. Stark had held her close and gripped her arms and promised that she was alright. She wasn't alright.

There was someone beside her, kneeling on the freezing ground. How long had it been? How long has she been here, curled up in a ball on the so cold ground? How long had she been sobbing into her hands, body trembling, face exposed? She was in her suit, but not the mask. Cold…could she turn on her heater? Not without her mask…

How long since she'd apologized to an anguished Mr. Stark who didn't deserve to see her die…who would blame himself when it wasn't his fault. Would she ever see him again? Would she ever see May again?

It had hurt. Being torn apart…but not. Not torn. Pulled? Ripped? No…those meant the same thing. She had been…dissolved. She'd watched her body turn to ash and dust and…it had hurt. Her body had tried to repair itself. But her healing factor wasn't fast enough. And it had hurt.

"Spidergirl? Right? That's…that's what they call you? Spidergirl?"

She didn't know. Didn't care. She wanted to go home. Wanted to hug May and laugh with Mr. Stark and get warm again. Did she even know that voice? Who had been around when she'd disappeared? The space people…but that voice wasn't one of them.

She didn't look up. Didn't want to risk being alone. Didn't want to risk looking only to find out that she was hallucinating. She was crying. Shaking. Too young and too scared and too alone.

She could hear people screaming from far away.

"Spidergirl. I'm Bucky. You with me, kid?"

"Shit, how old is she?" Someone else asked, sounding upset.

She wanted to go home she wanted Mr. Stark he would save her he always saved her.

She was so scared.

He would save her.

"Alright, kid. I know…this is pretty scary, but it's okay." Had she said all of that out loud?

"What's your real name, Spidergirl?" The other man asked, and she peeled up, finally letting herself look. She knew these men. They were kneeling in front of her and they were real. Right. She reached out a hand, watching her glove-covered fingers grip the darker-skinned arm. Falcon.

"You're real? Are…are you really…you're here?" She gasped out the words and wondered when it had gotten hard to breathe. The long-haired man looked sad. Tired. But the one whose arm she was holding nodded, not seeming bothered by her reaction.

"Yeah. We're real. I'm not sure where 'here' is but we're here with you." He shifted his arm a little so his fingers could curl around hers and she stared at their hands for a long time, gasping for air and fighting the urge to scream. It was like her brain was refusing to take this in. It didn't make sense. None of it made sense.

"Mr. Stark? Where…where is he?"

"Not sure, kid," Falcon told her. They were both just crouching there, watching her. She didn't have a mask.

"I'm Spidergirl." She whispered, not sure why her voice was so low or why she was sobbing or how to stop. "I'm…I'm Spidergirl."

"Yeah? I'm Falcon, but my real name is Sam."

"We're using our made up names." She wasn't sure where that thought had come from, or why she'd said it out loud, or why she was laughing through her tears, all too aware of how they were looking at her. Like she'd snapped. Maybe she had. Maybe her mind had snapped and she'd never be okay again and she'd never get out.

"Well, his made-up name is the Winter Soldier, but you can call him Bucky." She nodded, trying to pull it together. Trying to breathe.

"My chest hurts." She choked out, eyes searching out Sam's.

"That's because you're not breathing right, kid. Think you can tell me your real name? I'm guessing Spidergirl is made up." She nodded but didn't speak. "Okay. Breathe in with me and hold it. You with me." She nodded, clutching his hand and doing as he'd asked, holding her breath. After about five seconds, he released his breath and did the same, releasing it for a few seconds and then breathing in.

The lightheadedness started to go away and her chest loosened. "Penny." She told him when she could breathe again, eyes drifting shut, head resting on her knees once more. "Penny Parker."

"Nice to meet you, Penny Parker." Sam kept a hold of her hand, thumb rubbing over her knuckles as she breathes, bringing her other hand up to wipe at her eyes. "You feel better?" She nodded.

"I hear screaming," Penny told him. "They're…they're screaming somewhere." Sam nodded.

"There's a lot of people here…half the population."

"Of Earth?" She asked. He shook his head.

"The universe. No telling how big this place is." Her breathing spread up again, and it took a long time for it to calm down again, Sam coaching her, calming her down, and Bucky stayed by her side, not touching or talking but just being there.

"You're not alone, kid. You're an Avenger, right?" Bucky asked after a long time. She sniffed, sobbing a little and trying to calm down. But she remembered standing on that ship, Mr. Stark putting a hand on one shoulder then the other.

"Yeah. I'm…I'm an Avenger."

"Alright. There are a couple of us here. We've got your back. Okay?" She didn't know if Bucky was technically an Avenger but she didn't care. She wasn't alone.

He held out a metal hand and she took it, letting him pull her to her feet and guide her, a man on either side, and they all walked. She didn't ask where they were going. She just followed. And then they were…beside a tent? A lean-to? The whole world was desert and sand and rocks, but someone had stacked rocks and draped fabric until there was almost a tent.

She wanted to lay down. Wanted to sob and scream and die. She wanted Mr. Stark. Wanted the world to make sense again. Wanda and Vision were both sitting on the rocks, heads together, fingers entertained. Both stared at her. Sam and Bucky led her over to the rocks and she pulled away, crawling over to the rock wall and curling up into a ball. She wanted to sleep. To give in. She didn't want to be here anymore.

There was silence for a while. She didn't know how long. Then voices. A man whose accent she recognized but didn't care to place.

Was Ned here somewhere? May? MJ? She knew Mr. Stark wasn't. He would have found her. He always found her.

A man sat beside her. Bucky. His hand rested on her shoulder and his thumb rubbed back and forth over her suit. She was in a dream, right? She didn't feel hungry or thirsty. She hadn't had to use the bathroom. So it had to be a dream.

After he left, another man came. This one didn't touch her, but he spoke. "Spidergirl?" She rolled over just a little, stiff and sore but not. It was Dr. Strange. "Hello."

"Hi." She whispered. How long had it been since she'd spoken?

"You are Tony Stark's…child?" He asked. She wasn't sure how to answer, so she nodded. She was also May's child but he didn't know May. "This was the only way to defeat Thanos."

She didn't care. It wasn't fair. She was so afraid and sick and lonely. "You saw?" She asked, finally sitting up against the rocks, knees to her chest. She didn't see anyone else around. Maybe they walked. Found others. It was never dark there. Never light either. Just orange.

"Yes."

"Will we win?"

He was quiet for a moment. Sad. Then he nodded. "I think so."

"How long have we been here?" He shook his head.

"I don't know."

Every day, if they could even be called that, was the same. Orange. Dead. Screaming. After a long time, Penny started to walk with the others. Never really talking, but Bucky and Sam didn't ask her to. Bucky would pat her on the back and they would walk around the dead, always cold sand. Sam and Bucky would talk…they talked about their lives and Sam's family…they talked about Bucky's past.

One day, Penny told them about May. And Ben.

And Mr. Stark. She told them about Mr. Stark finding her, recruiting her, mentoring her. She skipped the bad parts. Everything in this place was awful and cold and orange…she didn't want to think about the bad parts. Instead, as if a switch had been flipped, she went on and on about working in the lab and ordering pizza and Christmas presents and hugs after nightmares and ignored the incredulous expressions they wore. They hadn't known that Mr. Stark.

She was sitting alone, but not quite alone, when it started. Her fingers were first, and she glanced up at Wanda. Wanda had been with her for a while now. The two had been talking, just a little. Wanda had put a hand on her shoulder to calm her…it had been wonderful to feel calm again. She never felt calm here. Anxious. Afraid. Waiting. Cold. But not calm.

Her fingers were dissolving and so were Wanda's. But Wanda's body wasn't fighting it. Her friend was gone in seconds and Penny felt herself sob. "No." She whispered. "Not again no no…". It hurt. It burned and her body drifted away and she wanted Mr. Stark. She wanted May. "Please. Please." She whimpered.

Then she screamed.

She hadn't screamed the first time. Mr. Stark has been there and she hadn't wanted him to know that it hurt. Now she was alone and she screamed. "No! Please!" She screamed the words over and over until her body was gone her face was gone she watched ash in the wind and then…

Bright.

Too bright.

Unbearably, painfully bright.

She screamed but it was too loud so she stopped.

Loud. Wind. Words. Footsteps. Heartbeats.

Eleven. Dialed to eleven. Twelve. Thirty. Six hundred. A dial turned to the max and windows shattering and fingers touched her and she screamed again. It felt like someone was beating her…rubbing a wire brush over her skin. Pain. Everything was pain.

"Penny? Honey, it's okay. Hey…" She didn't open her eyes…didn't move from where she was curled into a ball, but just the barest whisper met her ears and she listened. "Penny?" The man swore under his breath, fingers squeezing her arm, and she heard herself scream again, the noise too loud for her sensitive ears. "Okay…I'm sorry. No touching, I got it." He choked out. "I know…I know it's too much right now. I know. But you're safe. You're safe now. I…we got you back." She rocked back and forth on the too-hard ground, gasping for air. "Okay. Breathe, honey. Just…just breathe for now."

She tried to open her eyes, but the light was immediately too much and she groaned, slamming them shut. "Easy. Easy, Pen." There was silence for a moment, but his heartbeat was there.

"Mr. Stark?" She whimpered, lip trembling, and it hit her. Mr. Stark. He was there. He had gotten her back…back to life. Or reality or…something. Everything was painful but this was more important. She reached out, opening a hand and reaching for him, and immediately he took her hand, letting her squeeze. "Mr. Stark!"

"That's me, kiddo. I'm here. You're back. You're safe. I'm right here." He was crying and she pulled him closer, using his arm to pull herself and bury her face in his scratchy shirt. Suit?

"It was cold…so cold. Mr. Stark…" She whimpered, sobbing. Shaking. "I couldn't…I couldn't…"

"I know. It's okay." He murmured, his cheek resting on her head. "I'm here. It's okay. You're safe now."

"You ready to blow this joint or what!?" The voice behind her was almost painfully loud and she flinched, gripping his arm and trying to hide.

Mr. Stark wrapped an arm more tightly around her, pulling her close. The contact made it better, actually, and she pulled herself even closer, fisting a hand in his shirt. He must have made some kind of face or something because it went quiet again. "Alright, honey. We're going to go home. Back to the compound. Are you ready?" She shuddered but managed to nod. Her whole body hurt. Like she'd been curled up in a ball for….days. Hours? Years? She didn't know. She let go of him for long enough for him to stand, then took his hand…but her legs buckled and Mr. Stark rushed to catch her. "Woah…Penny?"

"I…I can't…" She gasped, and he wrapped an arm around her side, standing slowly and leaning her against him.

"Okay. That's fine." Then he was speaking to someone else. "The rest of you are fine. Why is it hitting her so hard?" He demanded, still speaking softly.

"If I had to guess, I would say it's her metabolism…her body was trying to fight her return from the soul realm. For the rest of us, it was instantaneous. Or…nearly." That was Doctor Strange, his voice just barely a whisper as he moved closer, getting on her other side and wrapping a careful arm around her. Mr. Stark stiffened, and Doctor Strange sighed. "Relax, Stark. I won't hurt your ward. The soul stone was painful for her, returning even more so. Her metabolism means that her body was attempting to put itself together the whole time. Not to mention her senses were muted while she was in the soul stone…now everything is too much for her. Sensory overload. She's still in pain."

She wasn't sure what any of that meant…her brain was trying to piece together all of that information, but it was all too loud. Too much. It had been so quiet before and now…her brain hurt. "Alright, kiddo. It's about to get a whole lot louder. But we're going to the compound and I'm going to get you to the dark room, okay?" She nodded, trying to keep up. "Just lean on me, honey."

And then they were stepping forward through… a portal. She opened her eyes, squinting painfully against the light, and then…loud. So, so much louder than before. "Tony? Is that…"

"Who is she…"

"Kid?"

"She was in the stone how…"

"Tony, how old is she?"

"This is Spidergirl?"

"Penny? Is she okay?"

The voices all came at once, crippling her. Attacking her.

"Zip it! All of you." Mr. Stark snapped, and then he was scooping her up, her face hidden in his shoulder, arms automatically wrapping around his neck.

And then they were in a room. A dark room.

Sensory deprivation room.

She loved the sensory deprivation room. He'd carried her in there before, usually in the middle of a sensory overload.

She sighed, her entire body relaxing as he lay her on a soft bed. She hadn't been on a bed in so long. His hand landed on hers and she flipped it over, squeezing his hand, probably too tightly as the tears fell. "Mr. Stark…"

"I'm here. I'm right here." She wanted to ask questions. She couldn't. Couldn't figure out which ones to ask. Instead, she sobbed and gasped for air as he held her hand, his thumb rubbing over the back of her hand. "Right here, Penny. I've got you."

She didn't know how long she cried. How long she gripped his hand and listened to him promise that she was going to be okay. But finally, finally, she managed to catch her breath. "Here. Drink." Mr. Stark urged, and a water bottle was held to her lips. She practically yanked it out of his hands, swallowing the water frantically. It had been so long. But she hadn't been thirsty…had she?

"I'm sorry." She whispered after a minute. Mr. Stark dropped a hand on her arm, and in the dark, she could just barely make out the movement.

"You don't have anything to be sorry for, hon."

"I didn't…I didn't do anything." She admitted, face turning red with shame. "I didn't…didn't even try to get out…I just lay there…and…"

"There wasn't anything you could have done. None of you could have done anything." He murmured, squeezing her hand. "Nothing. At all."

She was still shaking. She couldn't stop.

"Mr. Stark?"

"Yeah, kiddo?" She swallowed hard, squeezing his hand right back.

"You're….you're real, right? I…I didn't…I thought I was going crazy sometimes and…" She choked on her words, throat closing, and she felt the man sit beside her on the bed, arm wrapping around her, pulling her close.

"I'm real, baby. I'm right here. All of this, it's real. We got you out. You're alive and I'm real." She placed her hand against his chest, listening to it beat…feeling it. Then she moved her hand up the side of his arm and up to his face, fingers moving from his scratchy beard to his soft hair, then stayed there. Nothing in that cold, dead place felt like that.

How long had she been crying? She felt shattered…her mind and her body just…shatttered. Was she broken?

"I thought…I thought I'd never get out." She whimpered, voice a little louder. It didn't hurt so much. "Mr. Stark…it was so cold. And…and I couldn't…I couldn't get out."

"I'm so sorry." He spoke a little louder too, rocking her back and forth, the movement soothing as she hid her face in his shoulder. "I'm here now. I got you out."

Her breathing calmed after a long time, and she slumped against Mr. Stark's side, both of them leaning against the wall. "How long?" She finally asked. He took a deep breath.

"That's…that's hard to explain, kiddo. There's actual time travel involved." She felt herself laugh incredulously at his tone…she hadn't laughed in so long. He pressed a hand to the back of her head, taking a head breath as he rested his nose against her hair. "I thought…" He sighed, shaking his head. "I thought I'd never see you again, Pen." He admitted, swallowing hard. "I didn't know…I didn't know how I was going to survive that."

"I missed you." He rubbed a hand up and down her back and it didn't hurt.

"I missed you too, honey. So much." He kissed the top of her hair.

It didn't hurt anymore.

She took a deep breath for the first time in what felt like years. Maybe it had been years. But she could breathe. Mr. Stark was holding her. It didn't hurt anymore.

"Thank you for getting me back." He squeezed her, voice rising to meet hers. This was Tony Stark. Even if she was broken, he would fix her. He could fix anything.

"I'll always get you back."

 _ **Thank you for reading!**_


	13. Chapter 13

**No one asked for this. I mean...people asked for Penny and Harry and someone asked for Penny's wedding...and it's kind of set around Christmas. I don't think this is what you wanted though lol. You asked for fluff and I gave you angst. But the idea got into my head while watching The Marvelous Mrs. Maisel so...it got written :)**

Penny stared at her husband, watching him throw his clothes into her suitcase. He didn't fold them. Didn't pick and choose them...just grabbed whatever was handy and threw them into her suitcase. It didn't make sense...he was a meticulous packer. They'd gone on several trips together, both for work and for pleasure, and he was always careful about not wrinkling his clothes.

"That's my suitcase." She didn't recognize her own voice. Couldn't believe this was her life. It had only been a year and a half. She sounded dull...flat. She should be upset! Well...she was upset! But more than anything she just couldn't believe this.

"Penny…"

"That's my suitcase. You're leaving me and you're taking my suitcase?" She laughed even though it wasn't funny. Nothing about this was funny.

The words had come bursting out of him when she'd walked into the room half an hour before, home late from work and surprised to find her husband still up. He usually turned in pretty early, even though the next day was Christmas Eve. An affair. He didn't love her. He loved his secretary. The woman was their age, maybe a year older...Harry worked for his father and had ever since she'd met him when they were both sixteen. She'd turned down a job with Stark Industries so they could work together as soon as she was out of college. She'd given up Spidergirl because he said it scared him...said it wasn't fair to make him worry about her all night. And at the time, she'd thought that maybe he was right. She'd worry about him if he were a superhero.

She hadn't seen the Avengers in months because Harry was so busy and, by extension, so was she. Work. Family functions with his huge, extended family, especially over the holidays. Her first Thanksgiving with the Osborn family had been strange, to say the least. Overwhelming. She'd sent a text to Tony. 'Happy Thanksgiving.' And then she'd been swept up in preparations and spending time with Harry and his parents and cousins and second cousins and third...his grandparents on both sides and holding babies and petting dogs and setting the table. By the end of the night, she'd been absolutely exhausted.

Tony had called that night and she'd answered, dropping onto the sofa and rubbing a hand over her eyes. "Hey, kiddo. I was hoping you'd stop by for a visit."

"I know. I'm sorry. Thanksgiving ran so long I helped them clean up and…" She sighed, fighting a yawn.

"That's okay." His voice was calm. Serious. Kind. He never made her feel bad about being busy. May had been upset when she'd told her that she wouldn't be around for Thanksgiving. And Penny had asked Harry if there was time to stop by May's place...but he'd reminded her that they had to be at his grandparents' place by ten am and it was all the way across town...May had been upset. Tony had been calm. Understanding.

That had almost been worse.

"Come by whenever, Pen. The door's always open for you."

She hadn't gone back to school to get her master's degree, even though Tony had offered to pay...even though she'd thought about accepting. "College is stupidly expensive, kid. I can take care of it. MIT has plenty of good programs. You can even do them online!"

She hadn't worn her suit. "I...I can't be Spidergirl anymore."

"What? Why?"

"I just…" She'd struggled to find words...to admit that her new husband didn't want her being a superhero and even though it hurt she didn't really blame him.

"Okay." Mr. Stark had cut her off, smiling a little. "That's fine, Pen."

"Here." She'd held out the suit, but he'd shaken his head.

"Keep it. It was a gift."

She hadn't argued against moving into the same neighborhood as his father. "It's close to work." He'd reasoned.

"But it's so far away from May!"

"You can visit her any time, Pen." He'd made every choice and she'd gone along with it.

And he was leaving her for his secretary like they were in a film from the 1960s.

"I'm sorry, Penny." She shook her head. She didn't want his apology. Didn't want to be in this house with him anymore. He'd gone to another woman. After everything...only a year and a half into their marriage, he was leaving.

"That's my suitcase."

"Look, I never meant for this to happen...but you must have realized it wasn't working out."

She'd been happy. Well...mostly happy. She'd missed her family...May and Tony and the others...Pepper and baby Morgan. Well...the girl was five now...so not really a baby anymore. At only twenty-three, Penny still felt like a baby herself sometimes. But she'd missed her family. The Avengers. Her friends. The people who'd accepted her as a superhero even though she'd only been sixteen at the time.

May hadn't approved of her getting married so young. "You're 22 years old, Penny. You have so much life ahead of you." Her aunt had urged, cupping her face and resting her forehead against her niece's the night she'd worn the ring home...it had been her last year of college. "You don't have to choose a husband right now. Why don't the two of you keep dating...just for another year or two.

She'd told May she was sure, though. Assured her aunt that she knew what she was doing. And she had. She'd chosen him. She loved him. Loved the way he lit up when she entered a room and loved how smart he was, but how he didn't get upset that she was smarter. She loved working in a lab with him and how he kissed her forehead whenever he saw her and how he always held her hand when they walked together. She loved that he always sat beside her on the sofa, an arm around her shoulder, and how he'd kiss her cheek in the middle of a movie.

Now he was packing his suitcase.

Had she been a bad wife? She'd learned to cook! She'd cleaned the house on her days off and let him make so many of their choices and she'd spent time with his parents. She'd quit being Spidergirl because it worried him. She'd stopped patrolling, stopped saving people. Pushed down all the guilt that came from stopping. Tried not to think about it. Hadn't she given up so much? She thought of Tony, of her family, and her stomach clenched. She had.

"You can keep the house." He was saying, looking guilty as he packed. She felt herself come back to the present and shook her head. She didn't need his house, she thought as she stood, walking over to the bed and taking the suitcase by the top, scooting it toward her. She had a home. "Pen...baby…"

She flipped the suitcase over, dumping his clothes on their bed...no...his bed. "This is my suitcase." She told him softly, firmly, finally meeting his eyes.

"Baby…"

"Don't call me that."

"Pen…"

"No. You lost the right to call me that. Keep your house. I don't want it."

"Penny…"

"Let your father know that I'm resigning. Immediately." Opening her closet, she froze when she stared at the rows of business clothes...all bought with money she'd made at Oscorp. She shut the closet door without grabbing anything, then left the room, heading into the office where she grabbed her purse from the floor beside the desk where her computer sat. Their computer. There was nothing on it that she needed.

"Where are you going to go?" He called after her, and she dropped her phone into her purse, making sure the keys were inside.

Tony had bought her the junker for her graduation gift, and they'd rebuilt the whole thing together over the summer before she'd gone to college. "That's none of your business. Just send the divorce papers to my email."

She wasn't going to cry about this. It was his mistake. His screw up. She wasn't at fault here. She repeated the words as she left the building, refusing to glance at the Christmas tree they'd set up in the living room. There were presents under the tree. She'd bought him a new watch. A good one. Beautiful with diamonds and shit. He could keep it.

She would have to tell May.

That thought made her flush, shame filling her stomach. May had tried to warn her. She hadn't listened.

"Penny!" He called after her as she stepped out of the front door, flinching at the cold. It really was a beautiful house.

She should have worn a coat. Instead of going back for one, she slammed the door behind her. Hard enough for the wood to crack. She didn't care. She'd made herself weak for him. Small. She wasn't either of those things.

Climbing into her car, she stuck the key in the ignition, turned on some Christmas music, and began to drive. She didn't look back.

At least, that's what she'd tell herself years later. She'd tell herself that her eyes didn't stray to the rearview mirror...that she didn't stare at the tree in the mirror, watch the star at the top light up. She'd tell herself that her eyes didn't focus for a long time on the icicle lights hanging from the roof of their beautiful subdivision house. The house where May had only been twice...where Tony had only been once. She'd wanted to invite them more...but Harry was always busy. She was always busy.

It was nearly one am when she pulled up to the compound. "Hey FRIDAY." She told the box out front, leaning out of her open window and letting the icy wind blow into her face.

"It's good to see you, Penny." The AI must have been getting better at mimicking human emotions, she thought with a dry smile. She hadn't cried on the way there. Instead, she'd learned the lyrics to Carol of the Bells, playing the song over and over on her phone until she knew every word. It was Christmas Eve, after all.

"Think I can come in?"

"Of course, Penny. You're always welcome."

She hesitated. "Can you not tell anyone I'm here...at least until they wake up?"

"Of course, Penny."

She parked in the garage next to Tony's car. It was flashy and new...shiny too. She smiled when she caught a glimpse of the booster seat in the back. It had been months since she'd seen the little girl. She'd planned on calling...she realized that she wouldn't blame Tony if he didn't want her to stay. She had gotten married and left. Just...left, after everything he'd done for her.

Penny stepped through the side door and took the elevator up to the main floor. Tony and Pepper lived on the top floor, which was where her old room was, but the living room was on the main floor along with the kitchen and a few guest rooms. The rest of the team was spread out through the main floor and the floor below. She would stay in a guest room rather than go back to her old room. Of course, she doubted that Tony had had it redone...that he'd gotten rid of her stuff. But she wouldn't blame him. She didn't want to risk it.

She hadn't been to the compound in a long time. Months. She stared at the room that hadn't changed...lovely sofas by the window, a huge bar that Tony rarely partook in anymore. A huge TV where FRIDAY would play anything she wanted to watch. She'd spent so much of her summers here...sometimes with Harry, but usually alone. The internship had changed from an excuse to be Spidergirl into a real thing, and she'd spent hours helping Tony in the lab, then spending time with the others. After Thanos...after everything...they'd wanted to keep one another close. Penny had been no exception.

May and Tony had both walked her down the aisle on her wedding day. Ned had been her man of honor. Steve had married them. The whole Avengers team had been there, and Tony had even been friendly with Norman Osborn who he hated. The memories hit Penny as she stepped into the living room and she gripped the back of the sofa, nearly doubling over with the pain of it.

When Tony had first seen the ring, he'd lifted an eyebrow. "Something you want to share there, kiddo?" So she had. And he'd been happy for her. Hadn't told her that she was too young or tried to convince her to wait. Hadn't had any threatening talks with Harry.

"May's going to walk me down the aisle." She'd told him that afternoon in his lab. He'd barely glanced up from his work, nodding and listening like he always did. "And...um...I know you're not really...uh...well, I was hoping you would too."

He'd turned and looked at her for a moment, face softening before he'd moved over to her side, a hand resting on her shoulder. "Of course I will."

He'd danced with her at her wedding. It had all been so beautiful. Fairy lights and mason jar candles and the Avengers dancing and laughing and toasting her. Little spiders etched into some of the place cards, even though no one knew why...they were so small that very few people even noticed. Most of it was funded by Tony who had insisted. "I pay for all Avenger weddings. It's in my contract." He'd joked as he'd waltzed her around the dance floor.

"Penny?" The voice of Wanda shouldn't have surprised her. Her friend was a notoriously light sleeper. "Is everything okay? Are you okay?"

Penny didn't want to say it. Didn't want to form the words, didn't want to cry. So she held out a hand to her friend, biting down hard on her lip, and after a moment, Wanda moved forward, dressed in pink pajamas and slippers, and took Penny's hand. Wanda never looked into her mind without her permission. But sometimes it was just easier.

A red mist covered their hands and Wanda closed her eyes as Penny let herself remember.

Walking into their bedroom, surprised to find her husband awake and...packing. "Are we going on a trip?" A joke. He hadn't laughed.

"I have to leave."

Her own confusion. A hint of worry. "What? Harry…"

"I've been having an affair."

Penny had sat down hard in the chair. She didn't think of any more specifics. Just let Wanda feel her pain. Embarrassment. Shame. Then Wanda let go, and Penny reached up to wipe at a tear that had escaped, pushing past her friend to raid the liquor cabinet.

She'd never taken any of Tony's alcohol, and most of it was just there for special occasions. She grabbed a bottle at random and pulled a corkscrew out of a drawer. "Penny…". Wanda whispered. Penny shook her head. She couldn't hear it, not from Wanda who had Vision. Instead, she took a swig of what turned out to be whiskey. It burned and she hated it, but it warmed her stomach.

She carried the bottle over to the sofa, dropping down onto the cushions, and after a moment, her friend did the same, wrapping a hesitant arm around her shoulders. Penny leaned into the contact, sniffling and taking another drink. "Fuck him," Wanda whispered, as though Captain America was going to appear and scold her for her language. Penny felt herself laugh, hysterical and high pitched. It felt so good to laugh.

"She did. That's the problem." She cried, still laughing…and then she was sobbing, heart shattering. It didn't make sense...she should be furious. But all she could feel was the pain. Wanda held her close, rubbing her back but not using her powers. She could have calmed her down. Instead, she let her cry.

"Wanda? Penny?" She choked on a sob, hiding her face in Wanda's shoulder when the voice came almost an hour later. "Is everything alright?" She laughed a little, looking up to meet the startled face of Thor. Thor, who had danced with her at her wedding. Who she hadn't spoken to as much as the others, but who would be there for her in a heartbeat if she asked.

"No. Everything's not alright." She told him, shaking her head and feeling tears drip down her cheeks. "My husband fucked his secretary, and now he's leaving me for her." She'd meant for all of that to come out angry. Uncaring. Instead, it had all been painful. So she held up the bottle, taking another long drink so she wouldn't have to face the Asgardian who stared at her in stunned silence.

"Have you eaten anything?" Wanda asked gently. She'd worked late that night...had eaten dinner around five and then worked until nine thirty in the lab. She'd been trying to sneak home so she wouldn't wake Harry.

"Not in a while."

"Why don't you let me make you something to eat." Penny took another long drink, holding the bottle by the neck as if she was trying to strangle it. But she didn't break it, just stood.

"I'm fine." She told her friend, offering Thor a weak smile. "Sorry to wake you."

Thor caught her hand as she walked by, halting her in her steps. Of course, she could have broken away...but she didn't. Instead, she stared up at him, tears dripping down her cheeks. He pulled her close after a moment, and she grabbed him, throwing her arms around him as if he were a lifeline. "I'm sorry." He murmured, patting her back.

"He was packing my suitcase...he was going to leave with my suitcase." She laughed a little, shaking her head at the ridiculousness of thinking about that. Thor didn't say anything, just held her for a moment. "I don't think he'll come here but...if he does...can you tell him I don't want to see him?"

"Of course."

She pulled back, giving him a weak smile. "Thank you."

She found herself on the roof at 2am, standing right at the edge and staring out at the Christmas lights strung on the trees. She'd always loved the roof out at the compound. She could actually see the stars. Tony had taken her up there a few times...taught her about the stars and constellations. Usually, after she'd had a nightmare.

She drained the rest of the bottle, feeling the warm fuzzy feeling take over her whole body. She rarely drank, mostly because she had to drink more than normal people just to feel anything from it. Tony hadn't forbidden her from drinking before she'd been 21...neither had May. But they'd strongly suggested she shouldn't, especially if she was at a party or out with people she didn't know. She hadn't drank in months, and even then it was usually just a glass of wine at a fancy dinner. Alcohol barely affected her. But a whole bottle of whiskey apparently did the trick.

Tony had held her elbow as he'd walked her down the aisle where Harry had been waiting, Steve standing on the step and smiling at her as brightly as her soon-to-be husband. Since Thanos, Steve had been her biggest supporter, after Tony of course. He'd guided her on missions, talked to her after patrols...even consoled her after a nightmare or two. She'd asked him to marry her and Harry the same day she'd asked Tony to walk her down the aisle, finding him in his room and knocking.

"Hey there, kiddo." He'd grinned, putting his sketchpad down.

It had been hard to ask him...hard to get the words out, cheeks burning as she'd tried to explain without using the words how important he was to her. "So...can Captain America marry people?" He'd lifted an eyebrow. "Like, uh...like a pastor or a ship captain or…" When he'd just stared at her, almost amused, she'd held up her left hand, showing him her engagement ring.

He'd jumped up, hugging her then, and assuring her that of course, he'd be the one to marry them.

After the ceremony, Tony had pulled her into the dance floor, little Morgan dancing on Steve's feet. "So...Oscorp." She'd started to explain...started to apologize. But he'd only smiled.

"They don't deserve you, but neither do I." He's shrugged, guiding her along the dance floor. "I love you, kiddo. If you ever need a job or a place to stay or anything else, I'm here. You know that, right?" She'd nodded, resting her head on his shoulder, and he'd kissed her hair.

"I love you too." Then Harry has whisked her away.

And then he'd slept with his secretary.

She turned on her heels, throwing the glass bottle at the wall that ran along the side of the roof and watched the glass shatter, tears pouring down her cheeks.

His secretary. He was leaving her for his secretary. Like they were in a bad play. A bad novel. It was so cliche. His secretary was stupid...a dumb, plain woman...

No...that wasn't fair. Penny wasn't going to be that girl. She wasn't going to be the woman that blamed another woman for 'stealing' her husband. She was sure the woman was very nice...and that her husband had been the one to make the choice to sleep with her.

She took a step forward to clean up the mess and her knees crumbled. Wrapping her arms around her stomach, she sobbed, her whole body wracked with the pain of it. She'd loved him. She'd changed her whole life for him. Given up so much...and he had thrown her away. Given up on their marriage after nineteen months.

Footsteps registered and she didn't even have to look up to know that it was Tony. She always knew when it was Tony. "I'm sorry…". She managed to choke out. "I'll clean it up...I'm sorry." She'd gotten glass everywhere and sometimes Morgan came up here.

"Oh, sweetheart…". He murmured, kneeling beside her. He was wearing a robe that he pulled off, wrapping it around her shoulders. She realized suddenly that she was freezing. It was the day before Christmas and she was wearing jeans and a thin sweatshirt on the roof at 2:30 in the morning.

"He...he left…". She had left, technically. But he knew what she'd meant.

"I know. Wanda and Thor told me. I'm so sorry, honey."

"His secretary?" She looked up at Tony, incredulous and hurt, and he wrapped his arms around her, pulling her close.

"You want Iron Man to kill him?" She choked on a laugh then, resting her head on his shoulder. He was kidding...except she knew that he wasn't. He would probably do it. Well...maybe not kill him. But her pseudo-father would make Harry pay if she asked.

"Just maim him." He chuckled, shifting so that he was sitting cross-legged on the roof, her in his arms just like when she was fifteen. Just like when she'd come back from patrol hurt or scared and he'd hold her, hesitant at first, but more naturally as time went on. "Can I stay here?" She whispered after a moment.

"Of course you can. This is your home, kiddo. Always." He was right. May and Harold had moved into their own place about a year ago...a nice house in the city. Tony paid pretty well, apparently. Of course, Penny had a guest room there...but that wasn't really her home. "You can have a job, too. Heck, I can't wait to call Norman and rub it in his face." She laughed once more, but this time it was softer. Painful. "I'm so sorry, Pen." She nodded. "Whatever you need, you've got it. Lawyers. A room, a job...you can work with me in the lab or eat ice cream and cry in your room...whatever you want."

She knew exactly what she wanted.

"Will you help me update my suit?" It had been too long...too long since she'd helped people as Spidergirl. That was who she was, and she never should have given it up.

He nodded immediately.

"Sure, kiddo. Well...maybe we should wait until after you've slept off that bottle of whiskey." She felt him press his lips to her hair and smiled a little, body warm despite the cold. That very, very expensive bottle of whiskey." She laughed, knowing that he was kidding.

"It wasn't like you were going to drink it." He chuckled.

"Fair." He pressed his lips to her hair, rubbing his arms up and down hers over the robe to warm her up. "I love you, kid. Let's get you to bed before you freeze, okay Spiderling?" She nodded, wiping her eyes and letting him help her up.

She was going to survive this.

Her family was going he help her.

"I love you too."

 **Thank you for reading!**


	14. Chapter 14

**Thank you so much to everyone who has been reading and reviewing! I appreicate it so much!**

 **Prompt: After a fight with Tony, Penny is injured while fighting with the Avengers**

It was hard to put everything together...hard to remember the sequence. Penny's head pounded and she pushed a hand down onto the concrete only to give up, screaming in pain when her wrist sent a sharp jolt of pain up her body. Broken. It was broken. Or...maybe it was her arm. It was hard to pinpoint, but pain went up and down her right arm. She was laying on the floor...on her stomach. Blood dribbled down her ilps. Her head ached...she had to remember what had happened.

He'd told her to get out. Well...not in so many words. She remembered that she had been tired and he had been frustrated and she hadn't been sleeping.

He'd never told her to get out before.

Pressing a hand to her mouth, she took a deep breath, trying to hold back the tears. He hated her. She'd done something stupid and now...now he hated her. And why shouldn't he? It had been a simple request...don't patrol after midnight. Reasonable. Her aunt would have given her the same rule had she known about the late night (early morning) patrolling. Of course, Mr. Stark knew how to check on her suit how often she patrolled. May didn't even know about the suit. Or patrols. Or Spidergirl.

She'd gone over to the tower after school that afternoon. Friday. Was it still Friday? She wasn't sure. She wasn't wearing her mask. When had she lost that? It was dark in the room where she lay on her stomach, one arm wrapped around her ribs, the other limp at her side. She had to focus. Had to figure out where she was...what had happened. Her whole body felt heavy and everything hurt...why was it so hard to remember? Mr. Stark...she'd seen Mr. Stark and then Captain America and then...this room. Closing her eyes and struggling to find a position that didn't hurt her ribs, she tried to remember.

Happy had picked her up, surprising her after school. "Get in, kid. The boss wants to see you." And Mr. Stark had been waiting in the empty lobby of the tower, jaw tight, arms crossed. It was her last day of school before Christmas break, so she guessed he'd already shut down the company for the holidays. He always gave his employees time off...but now he was...upset? Uncomfortable and unhappy. Angry, maybe. There had been a lot of emotions on his face, none of them good, and he'd gestured for her to follow him into the elevator. She had, confused and trying to work out why she was even there. She hadn't spoken to him in weeks...maybe more than a month.

The question had finally come when they'd reached the main floor...the living room. He had turned to her, arms crossed, looking...worried? She couldn't remember. She just remembered feeling so tired and so wrung out. "So, care to tell me where you were last night?"

"Um...what?" She had asked, rubbing a hand over her face. She hadn't seen him in a long time...the Avengers were trying to get back together and she knew that he was busy...so she hadn't seen him in...a month? No...longer than that. She'd seen him after Homecoming, and after she'd turned him down, refusing the spot he'd offered, he'd been...distant. Always busy. She'd get the occasional text and she still left voicemails for Happy, but she hadn't actually seen the man since that day after her dance. She tried to pretend that didn't bother her...that she hadn't been expecting and hoping for more.

"Where were you. Last night?" He had repeated.

"I was...at home." She'd told him, nervous about lying but not about to tell the truth. That would have meant telling him about the nightmares and the way she'd wake up, paralyzed, staring at the concrete stacked on top of her until it all dissipated and then she could breathe again. She hadn't been ready to tell him about that. Not yet.

"You see, I know you're lying to me. Now, want to know how I know?" She hadn't...not really. At the moment, all she'd wanted to do was lay down and maybe cry, considering how emotional she'd been since the nightmares had gotten worse and worse, and since sleep paralysis had been thrown into the mix. She'd googled it after the first time...and hadn't had any luck finding a cure for it.

"Mr. Stark…" She'd started, although she'd had no idea what she could say.

"I know because I gave a fourteen-year-old child a superhero-suit, and so, I put a curfew in it."

"Mr. Stark…" She had tried again, but he'd continued talking over her.

"I made the curfew midnight, because hey, I'm not your dad, right? I think we can all agree to that much." She had sighed, lips pressed tightly together. She had been so tired...so absolutely exhausted. She hadn't slept in what felt in days and she had been doing her best to cope but him snapping at her hadn't helped. "So, and I'm just curious here, why exactly did I get an alert at 3am this morning that you were out patrolling?"

"I didn't know I had a curfew." She had grumbled. That had been her first mistake. She should have talked to him. Tried to explain.

But she hadn't wanted to talk about it. Hadn't wanted to look her hero in the eye and tell him that she had been having nightmares so bad that they spilled over...that when she woke up, it felt like the concrete was still piled on top of her and she could see it and she couldn't move or breathe or scream for help and she just wanted someone to hold her and tell her that it was going to be okay! But he wasn't her dad. Didn't even seem to want to be her mentor. So she hadn't said any of that.

"You're a child that I'm responsible for, so...yeah. You have a curfew. What were you doing patrolling at 3am?" She had bristled at his tone. He wasn't her father...he'd said it himself. Why did he care? Unfortunately, she'd said that out loud.

"What do you care? You're not my father. You're barely my mentor." She'd been so tired. So frustrated. And she hadn't been wrong, exactly. She hadn't seen the man in so long. And it had bothered her. A lot. Hurt her. "I haven't seen you in months. You obviously don't care what I do as long as I'm not breaking any ferries. So...why do you care if I patrol late?"

He'd stared at her for a moment, jaw tight. She'd squirmed at the uncomfortable silence, hands clenched into fists at her sides as she'd glared at the floor, refusing to meet his eyes. "I care because I'm responsible for you." Mr. Stark had told her, voice carefully even. But she'd been so tired...so hurt. She couldn't sleep and she apparently wasn't allowed to blow off steam by patrolling, so, she'd opened her mouth and more stupid crap had come out.

"No, you're not. I'm not an Avenger. I'm not your intern. You're obviously not interested in being my mentor or boss or whatever. So...don't worry about it. I can take care of myself."

He'd nodded, licking his lips and sniffing, not looking at her for a moment. She'd glanced at him but quickly dropped her eyes back down to the floor. She'd known that she was being a brat! She'd known that! But she hadn't been able to stop. "Is that what you think?" She'd refused to meet his eyes, glaring at the floor, hating herself. "Fine. Happy will take you home." He'd told her, waving a hand, then turning and leaving.

She'd fought the urge to call out...to apologize. He probably would have let her. Laying on the concrete floor, shivering from the cold, she wondered why the hell she hadn't just called out to him. "I'm sorry! I'm sorry...Mr. Stark, I can't sleep I'm so tired I need help please…" It wouldn't have been so hard. He would have turned around and put a hand on her shoulder and...fixed it! He was Tony Stark! He could fix anything. Instead, she'd stormed out.

Thankfully, they'd been at the tower and not the compound, so instead of going out front and getting a ride home from Happy like he'd told her to, she'd gone out the side door, telling FRIDAY to let Happy know that she'd find her own way home. It wasn't that far, and she'd been angry and sad. And tired.

She'd changed into her spider suit a few blocks away, climbing onto the nearest roof and, curling up into a ball, she'd cried. Knees to her chin, lips trembling, she'd sobbed. Mr. Stark hated her. He had to. She'd been awful and rude and ungrateful and now he'd never speak to her again and she'd never get to be an Avenger. Mask in hand, she'd hid behind a short hall-wall on one of the taller buildings, making sure no one could see her before giving into the urge to just cry.

Had May known, she would have gotten her help. Had Mr. Stark known, he would have to. She knew this! Knew that, if she could just bring herself to say the words, someone would help her. Instead, she'd cried alone, clutching her mask in her hands, until she was finally cried out, but no less exhausted. That was when she had finally pulled her mask back over her face.

"Penny, you appear to be in distress. Is everything alright?" She'd sniffed, resting her head on the dirty brick wall behind her.

"Yeah. I'm fine." She'd told the AI shortly. It had only been a few seconds later that she'd caved. "Mr. Stark hates me." Penny had confided. She'd needed to tell someone.

"I'm sure he does not hate you, Penny." Karen had soothed. She loved Karen...but Mr. Stark had made her. Would he take her away now?

"Just...is there any crime going on?" She'd asked, climbing up onto the half wall and crouching, webshooters ready to take her wherever she wanted to go. She hadn't wanted to talk about it. Hadn't wanted to think about Mr. Stark all but kicking her out of the tower.

Okay, so he hadn't actually said the words. But she'd seen his face before he'd turned away. He'd been upset with her and she didn't blame him. She hated herself too.

Someone in the hallway...footsteps brought her back to the grim present. But she couldn't get up. Her ribs were broken...every movement made her chest burn, like someone was sitting on her. Someone heavy. Coughing and gasping, she flinched at the sight of the blood on the floor. She was coughing up blood...that couldn't be good. She was no doctor, but she knew that much. She needed to figure out what was wrong...broken arm or wrist...she knew that much. Broken ribs. Tired. She was tired and sluggish...they'd drugged her.

The door opened after a moment, and she looked up to find a man she'd never seen before grinning down at her. Closing her eyes, she dropped her head back down onto the floor. The kick to her stomach came only seconds later, and the scream that escaped her mouth was breathless. Weak. Like a child. Not like a superhero. She wanted to be a superhero.

"Wake up, Spider-brat." The man snapped, and she gasped for air, the wheezing noise coming from her chest more worrying than the pain in her arm. Her breathing felt wet and only got harder as she gasped for the air that didn't want to come. It hurt...every breath was painful and difficult and she missed the time when breathing had been easy. "Get her up." She didn't know who the man was talking to, but suddenly two people were at her sides, grabbing her arms and yanking her up. She screamed again when one of them jostled her broken arm, pain taking over every part of her brain until she was shoved into a chair. Sitting up put pressure on her ribs and she groaned, leaning her head back and trying to shift enough so that she could breathe easily again. It didn't work. "So...you're the Spider freak." She didn't have a response. Couldn't get her lungs to work right. How long had she been there? "Call him." He ordered someone. Who?

It had been nearly five in the evening when Karen had interrupted her moping on a rooftop to tell her she had an incoming call...from Steve Rogers. "What?" She'd asked dumbly, standing up from where she'd been sitting on the rooftop. "Um...yeah...yeah….answer it, Karen!"

"Spidergirl?" The voice had come from her mask without video, and for a moment, she'd been dumbfounded.

Captain America and the rest of the rogue Avengers had been pardoned weeks ago...right around the last time she'd heard from Mr. Stark. She'd met the Captain as Spidergirl once since then while on patrols...he'd been nice, but she wasn't sure how he had her number. "Um...yes sir, Mr. Captain America...sir." She'd stammered.

"Agent Romanoff and I are nearby and we could use some help."

"Of course!" She'd cried, eyes huge as she'd jumped up from her spot on the roof, climbing onto the ledge, webshooters ready.

"Your AI can lead you to us." With that, she'd jumped, shooting a web at the nearest building and swinging. "We've got three arms dealers with alien tech. We tried to contact Iron Man but he's not answering." She had known why...well...she'd suspected why. But she hadn't thought it was her place to say anything...besides, it had been embarrassing. So she'd kept her mouth shut, focusing on swinging toward the dot on her display. "They're meeting in this warehouse, and we're trying to keep them contained. Very few civilians are in this area, but we want to make sure no one gets hurt. Falcon is on his way, but we could use some extra hands."

"I'm almost there." She'd told him.

Her head hurt so bad...sitting up was torture, and the chains that were suddenly wrapped around her arms shouldn't have been so tight...shouldn't have been difficult to struggle against. But one arm was useless, and her chest hurt...it hurt so badly she could barely get her breath. It was like breathing through a little tube that was filling up with water. She couldn't move. Couldn't fight. "Hey, Stark, you're going to want to call me back. That is, unless you want us to squish your pet spider."

That didn't make any sense. Was he talking to her? Her pain-filled brain refused to make sense of any of that, and as she coughed, blood dripped down her chin. Shuddering at the taste, she let her head rest on her shoulder, cheek against the rough fabric of her suit. When had she lost her mask? Had she already realized that? So they had seen her face?

A phone rang, and through the roaring in her ears, Penny could hear someone talking. Swearing. And then someone grabbed her chin, forcing her head up. "What do you think, Stark? Want her back?"

She forced her eyes open, blinking blearily at the phone a few feet away from her face. Mr. Stark. It was Mr. Stark and he looked so scared. Pale and sweaty and terrified. "If you hurt her I swear…"

"Go ahead." The guy with the phone said, and then her head snapped to the side, a whimper forced from her lips, more blood dripping down her chin. Someone had punched her in the face. Her nose ached and she realized it was broken. Great...another broken bone to add to the list. She'd have to figure out how to explain this to May...that is, if she saw May again. Some part of her brain told her that the blood dripping from her lips might mean that she'd never see her aunt again. She pushed that thought away. She'd always gotten out of jams before. This would be no different.

"Leave her alone!" Mr. Stark ordered.

"Here's the deal, Stark. Send us the plans and we'll send you the kid."

Plans? She must have missed something. Coughing, she struggled weakly against the chains, but she couldn't make her body listen. It hurt. Everything hurt. "Mr. Stark?" She asked, spitting blood onto the floor and wheezing. "Mr. Stark?" He wasn't there...he was angry with her, right? Maybe if she apologized, he would help her out.

"Let her go. If you let her go now, I'll let this go. No retaliation. Just...let her go. She has nothing to do with this. We can work this out." He was speaking so quietly...so seriously. She hoped he was okay. Hoped these men hadn't hurt him too.

"Mr. Stark, I'm sorry." She choked out, and then there was silence. "I'm so sorry...I shouldn't have said that stuff...I didn't mean it."

His voice went soft. "It's okay, kid. Don't worry about any of that. I'm going to come and get you, okay?" He was coming to get her. He would save her. She nodded, eyes closing against her will. Mr. Stark was coming to save her. That sounded good.

The punch to her stomach made her scream, and bright lights exploded in her brain...she could just barely hear Mr. Stark screaming in the distance. Breathing was worse...almost impossible. She struggled weakly against the chains but nothing gave. She was supposed to be strong! Why wasn't she strong?

Everything had been fine...well...okay. She had felt uncomfortable working with Captain America and Agent Romanoff at first. But they were nice enough, and since they had no idea how old she was, they didn't question involving her. So for the most part, everything had been fine. He'd given her an order...the three had split up and slipped silently into the building where the arms dealers were working.

But it had been a trap.

Something had stabbed her in the neck. Not a knife...a needle. And that was the last thing she remembered. Where were Captain America and Agent Romanoff?

"You stay away from her! Do you hear me?" Mr. Stark was yelling again, and then something sharp poked her in the throat. Gasping, she slumped in the chair, whining when she realized that just made it harder to breathe. But she couldn't sit up.

"I can't...Mr. Stark, I can't breathe...please…" She whined again, sobbing and dropping her head. So tired. So much pain.

"Please! Please, just...she can't breathe!" Mr. Stark cried. "Kid, I'm coming, okay? Just...hang on for me! What...what did you give her?"

"Just a little something to help her sleep. We don't want her getting upset and hurting herself, do we?"

"I"m going to kill you, do you understand me? I'm going to find you and I'm going to kill every one of you." His voice had gone quiet again. Deadly serious.

They kept talking. She wondered dully where Captain America and Agent Romanoff were. Had they been captured too? Were they looking for her? They'd help too, right? "Where'd you find this kid anyway, Stark?"

Why were they sticking around? Did they think that he wouldn't be able to find them? Maybe they didn't know that her suit had a tracker. She certainly wasn't about to tell them, especially considering how much she needed him to find her.

One of the stages of grief was bargaining...so she bargained. She promised that she would tell him everything...that she'd ask for help. She'd listen to him. She'd stop patrolling and stop holding it against him that he didn't want to be her mentor. She'd take whatever she could get. If only he would save her, she'd do anything. She didn't want to die. Not here...not alone, tied to a chair by chains she should have been able to break. Tears were falling, she realized. They dripped down her cheeks and onto the floor as she struggled to sit up.

"Alright, Stark. Enough foreplay. You have ten minutes to send us the plans." She wondered again what plans they wanted. "If you don't, the girl dies." A hand gripped her chin once more, and her head was forced up. She opened her eyes, wondering when she'd closed them, and stared at the screen facing her. Mr. Stark was looking at her. Determined and worried and afraid and so pale...was he okay?

"It's okay, kid. It's going to be okay. Just hang on, alright? Can you do that for me?"

"Yes, sir." She whispered, not able to nod, but the words came out. That was all she needed.

The explosion came five minutes later. She couldn't get up...couldn't move. But there was screaming all around her. Screaming and gunshots and it was all so loud. She closed her eyes, remembering how it felt to be a child in a dark bedroom. She would always turn her light out, then leap onto the bed, never risking her bare feet by the bed in case something reached out. Then she would huddle under the covers, sure that if she couldn't see whatever monsters must lurk in the dark, then they wouldn't be able to get her. Now she did the same, closing her eyes, sure that she'd be okay if she just didn't look.

A hand touched her cheek, and she would have jumped out of her skin had she had the energy. Her spider sense hadn't warned her...which meant it was someone she trusted. Forcing her eyes open, she found Mr. Stark kneeling beside her...and everything seemed to go quiet. "Okay. Okay, kid...just a second. I'm here. I've got you. I'm going to get you out of here, okay? You're alright." He pulled at the chains on her arm, gripping one in an iron gauntlet, keeping it far enough away from her skin that she couldn't feel the heat that melted the metal. "I'm here, kid. You're alright." He murmured frantically as if he was trying to reassure himself.

"I'm sorry…" She was running out of air and she had to apologize. Couldn't let him think that she really felt that way about him...that she'd meant what she'd said. She'd apologized when he was on the phone, but she had to do it again. Had to make sure he knew.

"Nope. Don't be sorry. It's fine...everything is fine." He told her, shaking his head without looking up.

"I didn't want to tell you…" She coughed, flinching when blood sprayed from her lips and dripped onto the top of his head where he knelt over her arms. He didn't even seem to notice. She wanted to sleep...wanted to close her eyes and give up. But she had to tell him first. "I can't sleep...every time I close my eyes, I see that building...and I can't move." She broke off, sobbing, and he finally got the chains loose, catching her easily when she fell forward, body refusing her commands.

"Okay. I'm here, sweetheart...I've got you." He murmured, wrapping his arms around her. It jostled her broken arm, but she bit back the scream. It wasn't his fault...she knew he was trying to be gentle.

"I shouldn't have said…"

"Nope. No more apologies, kid. I'm going to get you out of here now. Just bear with me."

"I can't breathe Mr. Stark…"

"I know. Bruce is back at the tower. We're going to get you all fixed up." Of course he would. He was Tony Stark. Tony Stark could fix anything. "Don't sleep just yet, okay? Stay with me." He picked her up so carefully, pulling her into his arms and making sure her head was resting on his shoulder. Of course, he was careful. He was a superhero. Her hero. But her arm still hurt and she felt herself whimper, jaw tight, face hidden in his metal suit. "I'm sorry. I know it hurts. I'm going to go as fast as I can."

"I'm so sorry." She sobbed, hating that she was still crying.

"Don't be sorry, Penny." He murmured, making sure to keep his voice quiet as he said her real name. "Cap and Nat are here...they're taking care of those guys. I'm going to get you back to the tower. You can meet Bruce, and Thor, when he comes back from whatever he's been up to with Loki." He spoke so quickly that it was almost impossible to understand. "We'll have to come up with an excuse to tell Aunt Hottie. But don't worry, we'll think of something."

"I didn't mean it." She choked out.

"I know. I know you didn't. I...I shouldn't have made you leave, Pen. This is on me. They wanted old Stark Industries weapons and they came after you. I...it's on me. I should have told you what had been going on. It's my fault. I'm going to get you better, okay?"

"Mr. Stark?"

"Yeah, kiddo?" They were flying. How long had they been flying? She hadn't noticed.

"It's cold."

"We're almost there. We're going to get you warmed up, then I'm going to show you your room at the tower. It's spider themed...Pepper said I shouldn't have gone all in on the whole 'spider' thing but...hey, when have you ever known me to half-ass something?" She felt her lips turn up in a smile at his weak laugh, the sound almost robotic as it came through his mask. "I can see the tower, kiddo. Bruce is ready to help you. He's the best, Pen. Then...when you're feeling better, we're going to talk, okay? I have nightmares too, you know? But we can fix this."

"I know." She murmured, feeling her consciousness slip away. "You can fix anything." He made a noise...if she hadn't known any better, she would have thought he was crying.

"Yeah...I can." Before he could say anything else, she went limp in his arms, sure that she could sleep. He would take care of her. He was Iron Man.

It felt like time was passing. She wasn't 100% sure how much time, but one moment, she was curled up in Iron Man's arms, and the next he was putting her down. That hurt. Everything hurt...but something dulled the pain. She was too tired to care all that much about the pain, so she just lay on the soft place and let someone's hands touch her arms and then her ribs. There were quiet voices and murmured, frantic conversations….machines beeped and people yelled and then something was placed over her mouth. That was the last thing she knew for what felt like a long time.

She woke to silence. Silence and a hand resting on hers. No...not silence. A heartbeat. Breathing. But otherwise, silence. She forced her eyes open, surprised at how much effort that took. Mr. Stark was sitting beside her bed...that was all she could really tell before she had to close her eyes again, groaning softly from the pain in her head. "Hey, kiddo." He murmured, patting her hand before getting up. Something in the room changed, and she opened her eyes again to find it had gotten darker. Then he moved back to the chair, sitting beside her bed once more. "How do you feel?"

"Um…" She murmured, bringing her left hand up to wipe at her eyes and flinching when she bumped her nose, her movements clumsy and tired. He carefully captured her hand and put it back down at her side. Her right arm was still...heavy. Immobile, and she turned to find that it was wrapped up in a thick red cast. Someone had drawn a spider on it in black marker and she smiled a little. "What...Mr. Stark?"

"Yeah, that's what I thought you'd say." He was teasing, she realized after a moment. But he didn't seem all that amused. Mostly just sad.

"Are you okay?" She asked, forcing out the words. He scoffed.

"I'm fine, kid. It's you we're all worried about." She blinked, looking back at the cast, then at him. "Wanna hear the damage?"

"Um...yes?" She wasn't sure what he was asking...her brain felt like it was full of mush.

"Your right arm is broken right below the elbow and you have a compound fracture in your wrist. Luckily you have a scary spider metabolism and super healing, so that should be better in about a week, give or take. Four broken ribs, one of which had punctured your lung which was filling up with blood, which explains why you couldn't breathe. Also why you coughed up about a gallon of blood before I could get you here." She doubted it had been a gallon...but he looked scared. Had it really been that bad? "Concussion. Not too bad, but not ideal considering you were bleeding to death. And, to top it all off, they'd pumped you so full of drugs it's a wonder you were able to stay awake for as long as you did." He was upset. Frowning, she rubbed at her eyes again as she tried to figure out what was going on. "Oh. And a broken nose." He grumbled, catching her hand once more.

"I'm sorry." She murmured, but he shook his head, cutting her off.

"Do not be sorry, kid. This one's on me."

"But I said…"

"Bruce said your body was showing signs of sleep deprivation, heightened levels of anxiety, and dehydration." He told her, cutting her off again. "That last one was most likely because of the blood loss, but the other two...when was the last time you were able to sleep without nightmares?" She shrugged, the movement pulling at her ribs and making her wince. Honestly, she had no idea. "It's no wonder you said what you did, kiddo. You know what sleep deprivation does? Because I do. Hell, I've got the symptoms memorized. FRIDAY's always reciting them to me when I stay up all night working. Irritability, mood instability, difficulty focusing, depression, fatigue, the list goes on, and it's worse for teenagers." She stared down at the bed, struggling to keep up. "I know Bruce has you on some pretty serious pain meds, so you may or may not be keeping up with all this." She smiled a little, wondering if he could read her mind. "My point is, this is on me. I should have been there. Should have tried talking with you more. I...I suck at this, kid. But I'm going to do better from now on, okay?"

"Okay." She believed him. He could do anything.

The man chuckled, running a hand over his face. "And we'll have this talk again when you're a little more coherent. But we're going to fix this. I'm going to help you. And if you want, maybe you can spend some more time up here at the tower...make that internship a real thing."

She smiled for real, eyes closing as she turned her hand over, seeking his. He let her take it, and she squeezed. "Thank you, Mr. Stark."

"Don't worry about it, kiddo." He murmured, patting her hand with his other one. "Go ahead and get some sleep."

So, for the first time in what felt like forever, she did.

 **Thank you for reading :)**


	15. Chapter 15

**Prompt: Penny is sick and wants her dad**

 **I tweaked it a bit and made it a Christmas fic! AND I added some Thor! Merry Christmas everyone!**

It had been almost a year since the Avengers had come into their lives...almost a year since their family had gotten a lot bigger. Eleven-year-old Penny (nearly twelve now) curled up miserably in her bed, refusing to cry. Not on the night before Christmas Eve. Her dad sat beside her, running a hand through her hair and sighing softly. She knew he didn't want to go! She wasn't a kid anymore...she understood that his work was important. She'd always known that, no matter how much he told her that she was more important. She still remembered those first few weeks...how her first nanny had told her that he would get angry with her if she bothered him...how she was supposed to be quiet and stay out of the way so that he wouldn't get upset.

Sometimes she thought she saw her daddy looking around her always-spotless bedroom or he'd find her in her room, silently putting together a LEGO set in the corner, always careful not to get any LEGO bricks out in the middle of the floor, and he'd look sad. Upset. And she'd ask if he was mad and he would always reach out for her, scooping her up in his arms and kissing her cheek. "No, baby. I'm not mad. Why would I be mad?" She would always shrug, resting her head on his shoulder, and he'd rub her back.

She knew that her father loved her. She knew that this was her home...that the penthouse in New York with everything she could ever want was the best home in the world, and that her daddy would always want her. He'd always be with her. But there was still some tiny part in her brain that warned her to be careful.

Her mom had died.

At first, her dad hadn't spoken to her, and her nanny had told her to stay quiet. Stay out of the way.

So if she kept her room clean and put her toys away and never threw fits and always made sure that her daddy was happy with her, there would be no problems. And usually, it wasn't a big deal. She was really good at school and she and Ned never got in trouble. Her teachers liked her, and so did Pepper and Uncle Rhodey and she was always very careful never to leave a mess or be too loud. Her daddy let her work in his lab with him and she was extra careful to always pay very close attention so she could be as good as he was one day.

And her dad was always happy with her, so apparently she was doing something right.

Now, with a stuffy nose and a cough on Christmas Eve, she felt like her whole world was crashing down. "Baby, I'll be home for Christmas. I promise." Her father murmured, and she knew that this was bad. What if she couldn't stop crying and he finally got angry with her? When she'd overridden JARVIS and left the tower to find him during the battle of New York, he'd been pretty upset, but he hadn't yelled at her. He'd just sat her down and explained, surprisingly calm, that she couldn't do that...that he couldn't ever risk losing her. And she'd agreed, knowing that she'd do it again if she had to. Still, he'd taken away her phone for a month and updated JARVIS. She was sure she could crack him again but had decided to wait a while to try.

"It's just in DC...I promise I'll be home by Christmas morning. If I leave now, I bet I'll be home by tomorrow night. Just in time to tuck you in."

It wasn't fair. She wanted her dad to be with her on Christmas Eve! He always took her out and they'd spend the day together and just the thought of missing that made the tears come. She pressed a hand to her mouth to keep them in, but his soft sigh told her that he'd heard. "It's okay. You can go." She whispered, and he scooted over on the bed, lifting her up easily and pulling her into his lap. "I'm going to be home by Christmas." He promised as she hid her face in his shoulder, sniffling and hoping he didn't know that she was sick. "And the day after Christmas, we'll spend the whole day together. I promise." She felt him kiss her hair, then pull away, running a finger under her eyes. "Okay?"

She nodded, and he kissed her one last time. She threw her arms around him, cheek rubbing against his scratchy beard, and he squeezed her tight. "Alright, baby girl. Get some sleep. I'll see you soon. Pepper is going to be here with you tomorrow. I'll bet the two of you can do something fun." And with that, he was gone.

It wasn't that she didn't want to spend time with Auntie Pepper. She loved Auntie Pepper...but she wasn't her dad. Christmas Eve had always been special...just her and her daddy. Before the Avengers and all the extra meetings he had to have with Mr. Steve and Uncle Rhodey and Auntie Nat and Mr. Clint, he'd had more time to spend with her. And she knew that he would be upset if he knew how much she missed him, and she didn't want to get in the way of his job...so she did her best to fall asleep that night, hoping her cold didn't get any worse.

It got worse. When she woke the next morning, her throat ached and her head ached and it was Christmas Eve and she was sick. Turning her face into her pillow, she did her best not to cry. She was too old to cry over dumb things. She knew that she would be fine and she'd have plenty of time to spend with her dad…

But that's what she'd thought about her mom.

Pepper entered the room a few minutes after she woke, immediately concerned as she pressed a hand to Penny's forehead. "Hey, Pen. You feeling okay?" Penny shook her head, miserable and exhausted, and Pepper crouched down beside her. "How long have you been feeling sick?"

"Since last night." Penny murmured, glaring at the blankets.

"Alright. Let me take your temperature." Penny was left in sullen, miserable silence while Pepper hurried into the other room, grabbing the thermometer, then sticking it under her tongue. "100.1." Pepper murmured. "JARVIS?"

"It appears that Penny is suffering from a cold. I would suggest plenty of rest and fluids."

"Alright." Pepper smiled, looking relieved. "How about some juice?"

Pepper was always nice, and she was always happy to spend time with Penny. She knew that her daddy loved Pepper and that one day, he might marry her. That was fine with Penny...but at the moment, she just wanted her daddy. So she shrugged. "Penny?" The woman asked, pushing some of her hair back. Penny was silent, and Pepper straightened. "Okay. Why don't you come in the living room? You can lay down on the couch and watch TV, and I'll make you some breakfast." Penny shrugged again, but let herself be led into the living room and onto the sofa where she lay, surrounded by pillows and blankets. "Do you want to call your dad?" Pepper asked, leaving a glass of orange juice and a bowl of oatmeal on the coffee table.

Penny nodded, sitting up a little, and Pepper pulled out her cell phone, sitting beside Penny and holding it to her ear. It only rang for a moment before Pepper was talking. "Hey, Tony…" There was a pause. "Yeah...everything's okay. Um...Penny's a little sick." She glanced over at Penny who was watching her anxiously, ready to talk to her dad. "Yeah. Just a cold. She has…" There was a pause and Pepper pressed her lips together. "Tony she…" More silence, and then Pepper sighed. "Okay. Call back soon, okay? She really wants to talk to you. Okay...I will. Love you. Bye."

Penny stared down at her blankets once more, hands clenched in her lap. "He had to get back to his meeting...he promised that he'd call as soon as he could, okay?" Penny nodded.

"Okay."

"Alright." She pushed the bowl of oatmeal closer. "I'm going to get some paperwork done, okay? I'll be in the office, so tell JARVIS if you need anything."

"Okay." Pepper hesitated.

"Are you sure you're okay out here alone?" Penny nodded. She was a big girl, not a little kid. She could stay by herself for a while. It didn't matter that her daddy was busy on Christmas Eve and it didn't matter that she was sick. It was fine. She was fine. So Pepper left her to her breakfast which she ignored, and when JARVIS asked if she would like to watch TV, she said no, scooting down on the couch and wrapping herself in blankets, burying her face in a pillow and crying as softly as she could.

She felt like a baby. Why was she crying about this? She knew that her dad would make it up to her. And she knew that they would get to spend more time together...unless they didn't. She shook her head. She didn't want to think about that. But she was sick and hot and cold at the same time and she missed her dad and it was Christmas Eve! It was their day!

It wasn't that long before a huge hand rested on her back, and she went still, eyes closed tight, holding her breath to keep from making any noise. "Young Penny?" The voice asked, and she hurried to wipe her eyes under the blanket before pushing them back and looking up at Thor. "Good morning, young Penny."

"Morning Mr. Thor." She murmured, knowing that she was supposed to be polite but not wanting him to know that she had been crying.

"Is everything alright?" He asked. She shrugged, staring down at her lap. "Why don't you tell me what's the matter?" The giant man moved to sit beside her and she curled up in her seat, still covered in blankets. "Pepper informed me that you were ill." She shrugged again, knowing that she wasn't being polite, but too miserable to care. He'd probably go away soon if she didn't talk to him. "Alright. If you don't wish to talk, maybe you would be willing to help me." That caught her attention, and she looked up at him, sniffing and wrapping the blanket around her shoulders. "I was admiring one of those small brick sculptures on your father's desk and he informed me that you were the best at putting them together. I was hoping you might instruct me."

She blinked, her sluggish mind struggling a little to keep up with his overly formal words. He had gotten a lot better, actually. Still, she was tired and sick and probably still had a fever. Once she'd put all the words together, she nodded. "Um...okay. I can help." He smiled.

"Excellent. One moment." He jumped up, hurrying into the other room, then returning with an unopened box. It was a LEGO kit that, once finished, would be a small version of her dad's tower.

"That's the tower!" She cried, pointing at the Avengers sign. Where had he gotten that?

Thor grinned, nodding.

"Indeed, it is. I thought that this would be an excellent first project."

Forgetting temporarily about her misery, Penny drank her juice and helped Thor put the tiny pieces together, doing her best to focus on the instructions. He was a good listener and followed her instructions, seeming content to work for nearly an hour before a coughing fit left her dropping the instructions and covering her mouth. There was a brief silence and then he put the half-finished sculpture on the table along with the box and the instructions, resting a hand on her back.

"Perhaps we should take a break." He told her softly, and she was furious with herself for the tears that, once more, filled her eyes. There was nothing to cry about! She'd been having fun! "Penny?"

"Okay." She whispered. An arm draped hesitantly around her shoulders and, giving up on not crying, she turned her face into his side, throwing her arms around him and crying in earnest.

"Penny? What's the matter?" He asked.

"I…" She shouldn't say it. She knew that. She knew that her daddy was busy and she should just be quiet and wait patiently for him to come back...but she didn't want to! "It's Christmas Eve and Daddy and I always spend Christmas Eve together but he's not here and I'm sick and I want Daddy." She sobbed, feeling like a baby, and his arms wrapped around her, one rubbing her back.

"Alright." He murmured, wrapping the blanket around her and holding her close. "Why don't you tell him? You have his phone number, right?"

"Because he's busy and he has to have meetings and I don't want to ruin Christmas." She cried, too sick to be embarrassed.

"Why would that ruin your holiday?"

"Because my old nanny told me that I was supposed to be quiet and not bother him when he was working." She whispered.

"Where is she now?" He wondered.

"She...Daddy fired her. He said...he said she wasn't a very good nanny." She murmured, closing her eyes and resting her head on his shoulder. Penny understood where he was going with his point, but she was still sick and still missed her dad. "We always spend Christmas Eve together." She whispered.

He hummed, nodding his head. "And what would you do together?"

"He...he takes me to the park and we build snowmen and then...then we would go ice skating. We would get Chinese food together, and then watch movies."

"Can you do those things after Christmas?" Thor asked, voice soft. She shrugged. Arms still around her, he held her close, and even though he wasn't her dad, he was comfortable and warm. She took a deep breath as he rubbed her back, pausing when she started coughing and pressing a glass of water he'd gotten somewhere into her hand. Penny took a long drink, then sighed, curling up more comfortably to his side. Thor sat back against the sofa, keeping his arm around her, pulling the blanket up around her shoulders.

"He said...he said we would." She murmured.

"I have not known your father for very long, but I am sure that he is a man of his word." Then he began to fun soothing circles into her back and she released a breath, slumping against his chest. That was the last thing she was aware of until she heard voices later.

"Still sick?" Someone asked. Pepper. It had to be Pepper.

"She's very warm." Thor's voice was deep and rumbly, her ear pressed to his chest. The TV was playing softly in the background. A cool hand rested against her forehead.

"Do you want me to take her? I can put her to bed..."

"That isn't necessary. She seems comfortable." Curled up against his chest, she shifted a little, and he pulled the blankets more firmly around her.

"Can you get her to drink this?" Then there was something being held to her mouth.

"Penny?" The deep voice urged. She hummed. "You need to drink this." She did, swallowing the thick liquid, shuddering, then fell asleep once more.

Voices woke her again later, but she didn't move or try to open her eyes. "How long have you been her pillow?"

"Nearly five hours." Thor didn't sound upset...actually, he seemed amused. She didn't care...she was comfortable. "She told me that she did not want to ruin Christmas by calling you and letting you know that she was ill...that she wanted you to come home." There was a long silence, and someone moved...she didn't bother opening her eyes to find out who.

"We talked to a child psychologist after she came to live with us. Well...Pepper called him." Everything was fuzzy...why were they talking right beside her when she was trying to sleep? "He mentioned that trauma in girls looks different than in boys a lot of the time. I did a bunch of stupid shit for attention after my parents. Girls sometimes turn into people pleasers. That's what Pepper thinks happened to Penny. Her room is spotless, her grades are perfect...she almost never asks me for anything. Pepper thinks we should have her talk to a therapist...I keep hoping…". The person sighed, trailing off.

"Trauma?" Thor asked.

"Losing her mom the way she did...and then she saw me almost die during the battle of New York...Pepper thinks it's all had an effect on her. And...I think she might be right." Her dad released a long breath.

Wait...her dad? Was that her dad? She groaned, trying to wake up, and a hand pushed some of her hair back. "Dad?" She asked, forcing her eyes open, and she found her father sitting across from her and Thor on the coffee table.

"Hey, baby. You awake?" She nodded, reaching out for him like a little kid. Immediately he pulled her into his lap, lips pressed into her hair.

"I missed you." She murmured, arms tight around his neck.

"I know. I missed you too."

"Wait...you came back?" She asked, pulling away. "What about your meeting?"

"I told them my kid was sick." He told her simply, and she heard Thor stand up, a hand patting her quickly on the shoulder.

"Feel better, young Penny. We can finish the small sculpture later" The man told her before leaving them alone in the living room. Then her dad moved over to the sofa, carrying her and holding her in his lap, pulling the blanket back around her shoulder when the cool air made her shiver. She burrowed closer to her father.

"Why didn't you tell me you were feeling sick?" Her dad asked, leaning back on the sofa where Thor had sat and pressed his hand to her forehead.

"You had to go to a meeting. For the Avengers." She told him with a shrug.

"Kiddo, I want you to tell me when you're sick." He told her quietly, smoothing her hair back. "I need to know these things."

"I didn't want to interrupt your meeting."

"You're more important than meetings, Penny. More important than my work and more important than the Avengers...you're the most important thing in the world to me. Okay?" She nodded, and he smiled. "Alright. Let's get you some medicine, then I want you to hop in the shower while I make you something to eat. Then we'll watch some Christmas movies. How's that sound?" She smiled, nodding and squeezing him tightly, face hidden in his shoulder.

"I love you." She whispered.

"I love you too, baby girl." He held her tightly for a moment, then sat her on her feet. "Alright. Medicine, shower, movies. Then, when you're feeling better, ice skating in the park and Chinese food. How's that sound?"

"Good."

He grinned. "Good."

That evening found the two of them laying on the sofa, her resting against his chest, both of them covered in blankets. On the TV, Frosty the Snowman played softly, and Penny felt her breathing evening out. "Hey Pen?"

"Hm?" She asked, fighting to keep her eyes open.

"I love you. You know that, right?"

"Mhm...I love you too."

"And...I'll always love you. No matter what. Nothing you can ever do would make me love you less." She did open her eyes at that, turning a little to look back at him. "Even if you didn't get good grades in school or got in trouble or your room was messy...even if you're upset or in a bad mood...I still love you. Always." She swallowed, not sure what to say to that. "And...I was hoping you'd come with me to talk to someone next week...about...well, about anything you want. What do you think?" He asked, nose pressed against the back of her hair.

She didn't know. She didn't really want to talk to a stranger. But her dad was asking her to. "Will you be with me?" She asked.

"Of course, as long as you want me to be." She nodded.

"Okay."

"Good." He pressed a kiss to her hair. "JARVIS, lights." He ordered, and all the lights in the living room shut off, leaving them in the gentle glow from the TV. "Alright, baby. Get some sleep. You'll feel better in the morning...just in time for presents." She heard the smile in his voice and felt herself smile in response. "I think you're going to be happy. You might just have some new things to build with Thor."

Penny thought about the mug she'd made for her father. Bruce has helped her make paint that would change color depending on how hot the drink inside was, and she'd painted an Iron Man mask on one side, and the words "#1 Dad" on the other. Pepper had helped her bake it and seal the paint, and even though she'd also bought her dad a couple of other things, that was the one she couldn't wait to see him open.

"Merry Christmas, dad." She murmured, right before she drifted off, already dreaming of Christmas morning and ice skating with her dad.

"Merry Christmas, baby."

 **Thank you for reading and Happy Holidays!**


	16. Chapter 16

_**Prompt from a reviewer, Yolandaa: "Penny has PMS and wants to hide it but Tony is totally cool about it."**_  
 _ **This was actually a story idea I'd thought of on my own and then I got the prompt so...**_

PMS

Penny crouched in front of her locker, teeth gritted, as the wave of pain crashed over her, then withdrew. Taking deep breaths, she gripped the door of her locker, careful not to dent the metal. She was at school. She had to be careful. If people saw her breaking her locker door, they'd start to suspect something.

But it hurt so much.

"Here." She glanced up at MJ who held out a little bottle, but Penny waved her off.

"They don't work." She told her friend with a groan. Ever since the bite, regular drugs didn't work on her, and she couldn't exactly ask Mr. Stark for the super drugs because she was having cramps. Not only was it not an emergency, it was humiliating. So she forced herself to stand, grimacing at MJ. "Thanks, though."

"You might want to talk to someone about that." Her friend suggested. "You need any stuff?" Penny shook her head, jaw tight.

"I'm good. Thanks." Michelle nodded.

"Alright. See you on Monday? We have practice until 4...the meet's coming up."

"Right. I'll see you then." Waving, she pulled her phone out of her pocket when it buzzed.

"I haven't got all day." The message told her, and she typed a quick one back.

"Sorry, Happy. I'm on my way!" Hurrying as best she could, she headed out through the front doors and immediately spotted the black car waiting for her on the street. All but running to the car, she climbed in the back seat, clenching her teeth when another wave of pain hit her. "I'm sorry." She hurried to apologize.

"Save it, kid." Happy ordered, voice gruff. He didn't sound any more irritable than usual, but for some reason, tears sprang to her eyes. He hated her. Of course, he hated her. He had to drive all the way down here to pick her up on Fridays and drive her to the tower and he didn't want to and she was annoying and…. "Kid?" His voice was several degrees softer and Penny realized that a tear had escaped.

"Sorry. Allergies." She told him, forcing a cheerful smile as she fought the urge to curl up into a ball on the seat...she knew that if she curled up in a ball and managed to position her body in a certain way, the pain would be bearable. "Do you have a tissue?" She asked, praying that he bought it as she sniffed. There was no way on earth she was going to tell Happy Hogan, the man that hated driving her and hated dealing with her and probably hated her that she was on her period and her stomach hurt so bad and she couldn't help crying at the drop of a hat.

She'd rather jump out of the car.

"Yeah. Here." He reached into the glovebox, then tossed a packet of tissues back to her. "You sure you're alright?"

"Yeah. Just been stuffy today." She lied, blowing her nose and slouching in the seat, hoping he didn't see her wiping at tears.

She was quiet for the rest of the ride, willing herself not to cry or give into the impulse to curl up into a ball to ease the pain that didn't seem to be getting any better. She'd been getting terrible cramps with her period since she was thirteen, but ibuprofen had always worked just fine. Then she'd been bitten by a radioactive spider, and on the plus side, she was almost never sick anymore, and all of her injuries tended to heal pretty quick. Unfortunately, normal medicine didn't work on her anymore, meaning that, more than once since the bite, she'd been forced to miss school several times when the pain got so bad that she couldn't even get out of bed.

She'd gotten pretty good at hiding it, and also fairly good at knowing how to get in a position that eased the pain somewhat. That position happened to be curling up into a ball as tightly as she could, knees to her chest, a pillow under her side. And even that didn't work 100% of the time. Still, it wasn't a position she could exactly assume at school...or in the back of Happy's car, so she kept her eyes on the road and clenched her jaw, doing her best to breathe through it. Finally, after almost an hour of traffic, he pulled up to the tower, and she hopped out before he could open her door, hurrying inside on her own.

Mr. Stark looked up in surprise when she entered the lab, tossing the screwdriver he'd been holding onto the table and approaching her, eyes going over her critically. "Hey, kid. You okay?"

She ignored the painful cramping in her stomach as best she could, nodding. "Yeah, I'm fine." He reached out a hand, pausing when she flinched back.

"Easy, kid." He murmured, pressing the back of his hand to her forehead. Just like Ben had when she was sick.

No, she told herself firmly. She wasn't going to cry. Not now. Not in front of Mr. Stark. Not because of something so stupid! He was checking to see if she had a fever. He pulled away after a moment, eyes narrow. "I'm fine." She told him, stepping back a little. He let her, looking skeptical.

"You're kinda pale, Pen. You're not hiding some kind of life-threatening injury, are you? Because if you die in my lab…"

"I'm fine, Mr. Stark." She told him again, her voice bordering on exasperated. For a second, she was worried, cursing herself silently. Why was she being snappy with Mr. Stark who was just worried about her and she was so lucky just to have him worrying and now she was being rude!

He gave her another long look, then shrugged, apparently not bothered. "Alright. Do you want to start working on that web fluid? I thought we'd take a look at your web shooters when you're done...I had some ideas for making them a little slimmer. Maybe if we can make them smaller, you can wear them all the time...like bracelets? And I'm still working with the nanotechnology but…" He kept talking as she climbed into one of the stools, resting her feet up on one of the rungs of the stool and trying to curl up in a ball without arousing suspicion.

It hurt.

It hurt so much. It didn't make sense to her that other girls could just go through their days in this much pain.

The pain came in waves that crashed against her lower stomach and she bit down hard on her lip until she tasted blood. She wasn't going to cry...she wasn't going to curl up in a ball and worry Mr. Stark and admit that she was on her period and that she couldn't deal with the pain anymore. It was bad enough that he thought she was a little kid...what would he think if she started crying because she had a stomach ache?

She took deep breaths as she waited out the pain, hands shaking as she tried to focus on the beakers on the worktable. She just had to measure out the correct chemicals. She knew this formula. Knew it like the back of her hand. She'd come up with it! But when she went to pour from one of her beakers, another wave of pain hit her, and her hand clenched too tightly around the glass, tears suddenly pouring from her eyes as the glass shattered and the liquid poured down her hand and arm.

Penny jerked her hand back, pressing her other hand to her mouth as a sob escaped. It hurt. It hurt and she couldn't do anything right and she was just a stupid kid that couldn't do anything and as soon as Mr. Stark realized that, he was going to kick her out. He was going to yell because she was so stupid and she didn't belong here and…

A firm hand wrapped around her wrist and she flinched but didn't look up from where she sobbed into her other hand. "FRIDAY was it anything that could hurt her?" He demanded.

"No, boss, although she does appear to be in a significant amount of pain."

"Alright." He murmured, pulling the stool backward a little so that she was further away from the shards of glass covering the worktable. A rag wiped at her hand and she flinched when it burned. "Open your hand, Pen." He urged, and she did, fingers shaking as she did. He swore under his breath, and she flinched when her hand stung again. She finally looked up at her hand and was surprised to see the blood covering her palm and dripping down her arm. Thankfully there was no glass in her hand, but he still looked at the cut carefully before finally wrapping it tightly in another rag to stop the bleeding. "Pen? You okay?"

Penny nodded, sniffing and trying to wipe her eyes. "I'm fine." She told him, taking a deep breath, then biting down on her lip when the pain hit again, curling up a little to try to make it bearable.

"Yeah, I can tell. Come here, kiddo." Her mentor ordered, voice soft. She let him pull her off the stool and over to the sofa, and she curled up in the corner, knees tucked under her chin, cheeks flushing as she finally gave into the urge to try and relieve the pain, wrapping her arm around her legs and hiding her face once more. She needed to stop crying...but it hurt. It hurt so much. Nothing she took would fix it, so if she could just stay like this and if Mr. Stark would just leave her alone for a little while, she would get through it.

"Talk to me, Pen. What's going on?" Mr. Stark murmured, and she glanced over to find him crouching beside her.

"Nothing. I'm fine...I'm sorry." She told her knees, and she heard his joints pop as he straightened up, and then he was sitting beside her.

"Come on, kid." Penny felt his hand on her back and wiped at a tear that dripped down her cheek. "Whatever it is, I'll fix it. Okay? Just...talk to me. I can't help if I don't know what's going on." Her cheeks were on fire and she refused to look at him. She couldn't do this. Couldn't tell the Tony Stark that she was crying like an idiot baby because of some stupid stomach cramps because she was on her period. "Kid, you're scaring me." He confided, voice soft as he scooted closer, rubbing circles on her back. She didn't want to scare him. This was nothing! It was stupid!

"It's nothing, Mr. Stark. I"m fine. I can go home…"

"Nope. You don't have to go anywhere." He murmured. "Was it the chemicals? Did you burn yourself?" She shook her head, knowing that the longer she waited, the worse it was going to be.

"My stomach just hurts." She whispered.

"Okay." He spoke slowly, sounding confused but no less worried. "Okay...are you sick?"

"No." She murmured, miserable. "It's just cramps, Mr. Stark. It's fine." Penny forced the words out, her face practically on fire, more tears filling her eyes, and as soon as she said it, she wished she could just disappear through the floor. There was a moment of silence and she could almost hear the click as the man realized what was going on. "I'm sorry...I can go home…"

"Here." Mr. Stark shifted from where he was sitting beside her, putting pressure on her shoulder and pulling her down until she was laying down, her head resting on a pillow beside his leg. Then a blanket was draped over her, and she would have argued more, but it was so comfortable and she could curl up as tightly as she wanted and it eased the pain. There was a moment of quiet, and she heard him walk away, then approach once more, and something warm was placed in her hands. She opened her eyes to find a heating pad in her hands and pressed it to her stomach.

After a few seconds, he knelt back down beside her. "You can't take anything?" He asked. She shook her head, wiping another tear from her cheek.

"Nothing works anymore." She practically whimpered.

"I have some pain medicine that might work...it's what we used on Steve. I need to test it with a blood sample...make sure there won't be any reactions." He hesitated, then rested a hand on her shoulder once more. "You don't have to be embarrassed, Pen." He told her softly, leaning in. "I've been exposed to women in my life, believe it or not. I also live with one." She wiped her eyes once more, finally looking up at Mr. Stark who was kneeling beside her on the floor. "Plus, there's literally an entire genre of Youtube videos of me doing idiotic things while drunk, including the time I peed in my Iron Man suit at a party I threw for myself...so, compared to that, this is nothing. There's no need for embarrassment. None, whatsoever." He promised, squeezing her shoulder.

She smiled weakly. "I saw that video when I was nine." He sighed, squeezing the bridge of his nose and shaking his head.

"Right. I really hate to hear that." She giggled and he squeezed her shoulder again, eyes softening. "Alright. Let me take a look at those superdrugs, and we'll give it a try. Is the pain always this bad?" She nodded.

"Usually. I keep having to miss school…"

Mr. Stark grimaced. "If these don't work, we'll figure something else out, okay?" She nodded once more, eyes hot. He ran a hand through her hair, brushing some out of her face, that soft smile still on his face. "If you're hurting, you can tell me, kiddo. I'm always here to help you out." He promised, patting her back. "Rest until you feel better, Pen. I'll be right back. Also, when you're feeling better, I'll show you where Pep keeps her secret chocolates."

 _ **Thank you for reading!**_


	17. Chapter 17

**Prompt: Penny freaks out when Skip appears at a party of Tony's.**

 **Happy New Year everyone!**

 **WARNING! THIS FIC MENTIONS SEXUAL ASSAULT OF A MINOR!**

The black dress had been a gift from Miss Potts, who insisted she call her Pepper. It was ridiculous that this was Penny's life...being invited to a Stark Industries event with the Avenger as Tony Stark's intern. Well, to the other guests, she was his intern. To the Avengers, she was Spidergirl. A little while after the Accords were abolished, the Avengers had painstakingly, slowly come back together. And that had involved Mr. Stark introducing them to the newest non-member of the team. He'd told them that she was back up. An Avenger in training. And, surprisingly, after being surprised and a little upset about how young she was, they'd all been pretty cool.

Then Thor and Bruce had come back, the two of them returning on a huge spaceship, Loki in tow, and a lot of Mr. Stark's time had been dedicated to helping the newly displaced Asgardians find new homes. But he'd still had time to invite her to the company's New Year's Eve party, along with the rest of the Avengers. And maybe Loki too...she wasn't sure what was going on with him. She hadn't gotten a lot of details about everything.

The invitation had been handwritten in beautiful calligraphy on thick, cream-colored stationery, and beside RSVP had been written 'just call me kid.' She had to assume that hadn't been true of all the invitations. Still, she'd called him, excited to attend an actual Avengers party. Like a grown up. She had just celebrated her seventeenth birthday a few months ago, and that, combined with the fact that she was wearing one of the most beautiful dresses she'd ever seen, meant that she had been pretty excited for the party.

Happy arrived at her apartment at nine pm sharp, and May insisted on getting another picture of Penny in the dress, fancy short jacket and high heels also presents from Pepper. 'Think of it as a late Christmas present' the woman had urged with a smile, the two of them standing in the department store a few days ago. A silver choker and matching silver earrings had been a gift from Mr. Stark, delivered in a box by Happy the day before, and May had spent almost an hour curling her hair and doing her makeup.

When Penny finally looked in the mirror, she felt her cheeks heat up. She looked...fancy. Grown-up. "What if I look stupid?" She asked, glancing back at May in the mirror.

"Baby, you don't look stupid." May murmured, brushing her curly hair back off her single bare shoulder, then holding up the coat so that she could shrug it on. "The invitation said 'black tie.' This is black tie."

"But...what if everyone else…"

"Honey, you look beautiful. You're dressed exactly right for this party. Hey." May turned her around, resting her hands on the girl's shoulder. "Why would Mr. Stark put 'black tie' on the invitation, then have Miss Potts pick out that dress for you if it wasn't appropriate?"

Penny wasn't sure what to say to that, so she just shrugged. May smiled, handing her the small black purse that had her phone, keys, and wallet. Since the part went until midnight, Penny was staying at her room at the Compound, so she didn't need to pack an overnight bag. Mr. Stark had stocked her room with clothes, most of them Iron Man or Avengers themed, and she had her own bathroom full of toiletries. So all she needed was the little black bag, her jacket, and to make sure her phone was charged.

Happy was standing beside the car, a smile turning the corners of his mouth as he held the door open for her. "Thanks, Happy."

"Sure thing, kiddo." He shut the door behind her, then climbed into the front seat. It was seven o'clock and an hour's drive, so she curled up in the back seat, careful not to mess up her hair.

"Who all's going to be at the party?" She asked.

"The Avengers. Some bigwigs from Stark Industries. Some of Tony's employees, and a couple of his grad-student interns. Well...he doesn't really supervise them. They mostly report to Pepper or...whoever's under her in research and development." Happy shrugged. "A couple of Shield people. That's about it."

"Oh is that all?" Penny asked with a smile, crossing her ankles as Happy chuckled. The dress fell to just past her knees, so she would have to be careful when sitting...standing...crouching. Basically any kind of movement. But she knew that after the party she could change into pajamas and she could spend the next day on the sofa watching movies and hanging out with the Avengers. And maybe Loki. Once again, she didn't know much about him yet. She hadn't been to the Compound since Thor and Loki had returned, as Mr. Stark split his time between the Compound and the tower.

When they arrived at the Compound, Happy once more climbed out of the car before her and opened her door, even offering her a hand up. There were plenty of cars in the lot, and Happy escorted Penny up to the front door of the glass-walled lobby, opening the door for her and ushering her inside where Pepper was waiting for her. "You look beautiful." She told Penny with a soft smile, brushing some of her hair back. The party had already started, and everyone was standing in groups, drinks in hand, everyone looking just as fancy as she was...even more so, mostly.

Mr. Stark immediately made his way over, pulling her jacket off and hanging it up on a hook by the door. "What do you think, kid?" He asked, putting an arm around her.

"It's...it's great, Mr. Stark." She told him, awed as she looked around the beautiful lobby at the beautiful people.

"Yeah? Come on, kiddo." He led her into the room, hand on her back, Pepper melting back into the crowd, and Mr. Stark gestured toward a waiter. "All of the waiters with red trays have virgin drinks." He plucked a drink off the tray, murmuring a thank you to the man as he handed the red glass to Penny who took a sip.

"Sparkling grape juice?" She asked, and he nodded.

"Yeah, but if you want a sneak a real one at midnight, I won't tell anyone." He promised with a grin. It was almost ten-thirty, and Penny sipped her drink as Mr. Stark excused himself to talk to a man in a suit that Penny didn't know, but she was quickly joined by Natasha who smiled down at her, sipping her own drink.

"Isn't it past your bedtime?" She asked. Penny rolled her eyes. "Are you staying the night?"

"Yeah." Penny smiled. "Mr. Stark and I are going to work in the lab tomorrow." Natasha and Penny were joined by Steve a few seconds later. "Hi Captain, sir." Steve chuckled. He was dressed in a fancy suit, hair slicked back, and Penny had to admit, he was really, really handsome. Her cheeks got a little hot and she was glad that he couldn't read her mind.

"Just Steve, Penny." The man assured her, and for a few minutes, the three made small talk, Steve asking about her vacation from school and if she was excited to go back. She asked them if they'd had a good Christmas and how Sargent Barnes was doing. It was comfortable. Normal.

Penny felt at home with the Avengers. Well...more at home than she had at first. They were welcoming. Nice. Spending time with them, she felt like she might be a real part of this team someday. The only Avengers she hadn't really spent time with were Thor and Bruce, although she had seen them in passing. At one point that evening, she saw Doctor Banner talking to Natasha, and she thought about going over to talk to them, but she didn't want to impose, so she stayed where she was, talking with Rhodey and Sam and Mr. Stark when he stopped by in between networking, always making sure that she had a drink or an appetizer. He'd try to talk with her for a few minutes at a time, then get dragged away by some guy in a suit or one of the interns that were just so excited to meet him. He kept shooting her looks over their shoulders, wide-eyed, exaggerated miserable looks that made her laugh into her drink.

11:30 found her by the food table with Steve, both of them holding drinks, him telling her a story about Bucky from the war. She glanced over at the room when she heard Mr. Stark chuckle at something, and then caught sight of Pepper talking to a guy. She could only see his profile but...he seemed familiar? Had she seen him around the company? Steve trailed off in the middle of his story, a hand on her shoulder startling her. "Penny? Are you okay?" He asked, following her gaze to the man standing beside Pepper...and then the man turned and suddenly she could hear the blood rushing through her body, breath catching. "Penny?"

The man made eye contact, eyes widening, a slow smile growing on his face. "Penny Parker?" He mouthed, and Pepper followed his gaze to look at her. But Penny couldn't shake her head or speak or breathe. Her head was light as every bit of blood seemed to drain out of it.

"Penny?" Steve asked, squeezing her shoulder.

Stumbling back a step, Penny shook her head. "Bathroom." She whispered, turning on her heels and practically running out of the room. But she couldn't remember where the bathroom was or how to breathe or where she was she had to get away she had to get away! She walked for what felt like a long time, but couldn't have been more than a few minutes, until she finally stumbled into a wall. Gasping for air, she turned with her back to the wall, sliding down until she was curled up in a ball, head on her knees. She was shaking, teeth chattering, but she wasn't cold...was she? She stayed there, praying that Mr. Stark would find her until she heard footsteps.

"You're...you're a child." The voice wasn't familiar. Gasping for air, she lifted her face from her knees, mouth open, chest burning as she gasped for air, the sound coming out as loud, desperate wheezes. "You're a Midgardian child. Why are you on the floor? What are you doing here?"

The man was dressed in all black, a suit, with his hair combed back and tied into a ponytail. "I...I can't…" She started to stammer, but the words wouldn't come.

He was here. In the compound! She was supposed to be safe here! "Is Stark aware that you are here?" Loki asked. She nodded. Stark...she needed Mr. Stark!

"Brother?" Another man asked, and then Thor was standing there. She'd met Thor once...super quickly. Like...a hello and an introduction and then she'd been on her way to school...but she'd been in her suit. "What...what did you do?" He demanded, looking over at the man in black. Loki. The man in black was Loki. She hadn't met Loki yet.

"I found this...child on the floor," Loki told Thor, looking uncomfortable. Time didn't make sense...how long had she been on the floor? Loki was beside her suddenly, on his knees, but he hadn't hurt her. Right? Hadn't touched her.

She couldn't breathe. She couldn't stand and she couldn't move and she couldn't breathe. "Penny? Penny Parker?" That voice...he was here. He was coming to find her. No...not here. He couldn't hurt her here! Mr. Stark would keep her safe! But...but Mr. Stark was talking to someone and none of the others were around, just Loki and now Thor. "Hey there, kiddo." She was going to throw up. "Hey, I'm Skip." She glanced up to find Skip holding out a hand to Thor who he must not have recognized. Or maybe he did...he was an intern? He worked for Stark Industries. How long had he been in this building? How long had he been so close?

Thor shook the man's hand, but Loki remained at her side, looking confused. "Help." She whispered, barely able to rasp out the word.

"Alright." Loki matched her tone, but she couldn't say. Not with Skip smiling down at her over Thor's shoulder.

"I thought she was looking sick...she's Tony Stark's intern. Still in high school, but I think she might have snuck a drink or two. You feeling okay, Pen?" Skip asked with a chuckle. Penny grabbed Loki's hand, gripping it almost too tight, still wheezing for air.

"She's having trouble breathing." Thor murmured.

"Here. I'll help her to the living room." No. No, she couldn't be alone with him.

"Please….sir, please." She whispered to Loki.

"Come on, Pen. Let me help you up." He was reaching for her and she was going to scream but she couldn't breathe the walls were closing in and...the hand she was gripping tightened, and Loki was staring into her eyes…

And she was seven years old, curled up into a ball on her bed as her babysitter, who was the man reaching for her, but ten years younger, took her hand and pulled her closer and pointed to the picture in the magazine there were naked people and she didn't understand but he was unzipping his pants she didn't want to she was scared but he was going to hurt her it was going to hurt it hurt!

She gasped when Loki pulled away, dull roaring in her ears as she slumped back against the wall, lips trembling, chest tight. She felt like every bit of energy had been drained as she rested her head against the wall, mouth open as she gasped for air. Loki was pale, eyes still locked on hers, her hand limp in his larger one.

"Loki? What the hell are you doing? Get away from her!" That was Captain America. Steve was there...he'd protect her too. And Loki, probably...and Thor. They'd protect her. But...she was Spidergirl! Why did she need to be protected? Why couldn't she just get up? She was stronger now! Stronger than Skip! She could take him, easy. Right?

"Brother what did you do?" Thor demanded.

"Penny? Are you okay?" Steve asked. She opened her mouth to answer but could only wheeze for breath, hand gripping Loki's. "Let go of her, now!" No...Loki had seen! He could do magic and he knew! She locked eyes with him once more.

"Please." She whispered. Loki gave a sharp nod, jaw tight.

"Loki!"

"The child is holding onto me, Rogers!" Loki snapped, whirling around to glare at Steve. "Brother, take this man to another room and do not let him leave. Now." For a moment, Thor was silent, not understanding. But then he put a firm hand on the man's shoulder, leading a protesting Skip away. "If you wish for me to help, you'll need to let go." Loki told her, voice mild, but not unkind. She did, opening her hand and wrapping her arms around herself, cold at the loss of contact.

Loki stood, moving to stand in front of Rogers. "Get Stark. Bring him here."

"Friday, get Tony," Steve ordered, then lowered his voice. "What did you do to her?"

"I did not harm the child."

Then Steve was crouching in front of her, yanking off his suit coat and wrapping it around her shoulders. "Hey, Penny. Can you tell me what happened?" He asked. She shook her head, breath speeding up as she realized that Mr. Stark would know now. They all would. "Hey, easy, kid. Take it easy. You're safe here." She couldn't take it easy! Tears poured down her cheeks as she dropped her face into her hands. "Penny? What happened? Was it Loki?" She shook her head. Loki had helped her!

"Rogers, it's almost midnight. What...Penny? What's going on?" Mr. Stark's voice started out mildly irritated and turned serious when he must have caught sight of her. Penny peeked through her fingers and saw Loki move closer to Mr. Stark, voice soft and urgent.

"The man, Skip Westcott, is someone she knows from when she was a child. The man was her...babysitter? He…". She pressed her hands over her ears, sobbing, and hesitantly, Steve put a hand on her shoulder. She leaned forward, resting her head on his chest, and he wrapped an arm around her.

He could hear Loki too. He had enhanced hearing just like her.

Mr. Stark was silent, the only noise her sobbing. "Does Thor know?" Her mentor asked finally, voice flat.

"I did not tell him, no," Loki told her mentor.

"Go tell him. Let that...let Skip know that he's fired."

"And then?"

Mr. Stark said something quietly, and she had her hands over her ears, so she didn't hear. But she did hear him move closer, and Steve pulled away. She didn't look up, just curled up into a ball and hid her face in her hands, still struggling to breathe.

"Alright, Spiderling." It was a nickname Skip had never used...he couldn't have. He didn't know. "Let's get you up to your room. Think you can stand up?" She didn't respond. If she didn't respond she wouldn't have to face it. She wouldn't have to live in a world where Tony Stark knew all about her worst fear and deepest shame. "Can Steve carry you?" She didn't even look up.

Steve scooped her up after a moment and she let her head fall slack on her shoulder. The man carried her into the elevator and then down the hallway and into her bedroom where he placed her on the bed. She stared straight ahead and tried to breathe...she was shaking. Sobbing.

Mr. Stark knelt in front of her and took one of her feet, carefully unbuckling the straps and slipping the heel off, then taking the other one and doing the same. Steve stood beside the door, arms crossed, glaring down at the floor. Then he was gone and Mr. Stark was sitting on the bed beside her. He didn't say anything for a while, just put an arm around her and held her close, letting her grip his suit jacket in one too-tight fist.

"Did May and Ben know?" He asked after a while, not moving from where he held her to his chest, her head tucked under his chin. She shook her head, trying to get closer to him. She was suddenly cold. So cold. He reached behind her and pulled the comforter on the end up, wrapping it as best as he could around her shaking body. The dress was pretty and all, but there were no sleeves and why was she so cold? "Friday, turn the heat up in here." He ordered, rubbing his hand up and down her back. "Do you want to press charges? We can call the police, I'll make sure he goes to jail. I'll do my best to make sure you don't have to testify." She shook her head again. She didn't want to deal with it. Ever. She'd managed to push it away for so long.

He nodded, still rubbing his hand over the blanket covering her. "Okay. Do you want us to take care of it?"

He was asking more than that...asking if she wanted him to deal with Skip in his own way. She wasn't sure what exactly that entailed. But he had the Avengers on his side...and she supposed she had them on her side too. That group included two superspies and a god...and Loki. So two gods. Loki had done some pretty bad stuff in the past. She wanted to ask what Mr. Stark meant by 'take care of it.' But really, she didn't want to know.

So she nodded.

"Fri…"

"Yes, boss."

And then there was silence...right before a cheer was heard from the other room. Mr. Stark kept rubbing her back, holding her close. "You want to talk about it?" He asked, voice a murmur. She shivered. Breathing was easier, but she was so tired. Drained, limbs heavy and weak. "It's okay if you don't. That's fine. But...it might help. I won't tell anyone anything you don't want me to. I promise."

"He….he lived in our building." She whispered, not sure why she was telling him...not sure why she would say those words out loud. "He only babysat once. Over the summer...and he…" She felt like the word was lodged in her throat and she hid her face in his shirt. "He went to some kind of science camp...and got a job but he was still in the building until he graduated and sometimes I'd see him and…" Her voice broke and she gave up, tears soaking his shirt, Steve's jacket still around her shoulders.

Mr. Stark didn't ask any more questions that night. And she wouldn't speak to him about it again for another five months when she would burst into his lab after a nightmare at 2 am, grabbing at him and practically collapsing, sobbing out the whole story, and the man would wish that he could have take care of Skip Westcott himself instead of leaving it in Loki and Thor's (very capable) hands. But the next morning, Loki would be the only one to even refer to the evening before, grabbing an apple from the counter where she was eating breakfast, the two of them alone in the kitchen.

"He won't bother anyone ever again." Loki would tell her.

And then he would walk away, munching on his apple and disappearing around the corner.

 **Thank you for reading!**


	18. Chapter 18

**Prompt: Penny feels guilty when she is the reason that someone is hurt and doesn't notice that she is injured.**

 **WARNING: This one mentions thoughts of suicide!**

It was her fault.

Her fault.

Breathe in.

Breathe out.

Her fault. Her heart pounded to that tempo. "Your fault. Your fault. Your fault."

Her fault.

Breathe.

It hurt. Her whole chest hurt. She was covered in his blood.

"Tony? Tony stay with me!" Bruce was shouting on the other side of the quintet and Penny felt like it was her that was slipping away.

She'd been working with him in his lab when Mr. Stark has received the alert from Friday. An arms deal between two groups the Avengers had been keeping an eye on.

"I told you to watch the other exit! I told you to wait for orders!" Steve Rogers had never shouted at her before, finger in her face, eyes wild with fury and terror and helplessness. She didn't argue. He was right.

She felt cold. So, absolutely cold. Empty. Pain. Her fault.

If Tony died, she would too, she decided, the thought far away and remote, but also sure. Right. She would deserve it.

She had access to the armory. Finding a gun wouldn't be a problem.

"Tony! Shit! I need some help over here!" Bruce cried.

"I told you to wait! Why didn't you wait?"

"That's enough!" A hand appeared on Steve's chest and he was being pushed back toward Bruce by Clint who had suddenly moved from the cockpit. Who was flying the jet?

"Stop yelling at the kid and help Bruce! Now!"

It was going to be a real Avengers mission! She'd been ridiculously excited as she'd suited up, much to Mr. Stark's amusement. "It's not the whole team, kid. Just us, Cap, Clint, and Bruce just in case."

"Still! My first real mission with the Avengers!"

"You and I went on a mission last week?"

"Yeah, but...you know...this is the Avengers!" He'd given her an incredulous look, eyes playful as he'd slapped a hand to his chest.

"What!? You don't think I'm an Avenger?"

"Well...I mean, yeah...but I'll be going on a mission with Captain America!"

"That's it, Spiderling! You're off the team." She'd giggled, pulling on her mask and racing over to the elevator, practically bouncing on her toes as she'd waited for him to join her. "Captain America." He'd grumbled. "How dare you."

Her fault. Steve moved away from her, hands in fists as he approached the bed where Mr. Stark lay, armor discarded on the ground.

It had been useless against the alien gun.

She'd met Steve Rogers before, at least twice. Always as Spidergirl, but still. He'd been very nice both times, but this would be her first mission with him. He and Clint had been standing on the quinjet along with Bruce, and all had looked her up and down. "Spidergirl's gonna join us for this one. She needs the practice."

Steve hadn't argued, just let the team into the jet where Clint had climbed in the pilot seat. "Alright. Tony and I will take the lead. There are going to be alien weapons, so be on the lookout. We haven't dealt with these kinds of weapons before. Hawkeye will be stationed at one of the exits to keep anyone from escaping. There are only two ways in or out of the building. Spidergirl, you and Bruce will be at the other exit."

It has stung a little, not to be allowed to really take part in the mission. Still, she hadn't complained, instead sitting beside Mr. Stark during the ride over to the city about half an hour away. She would prove to Captain America that he could trust her...that she would be a valuable member of his team.

"Hey." Mr. Stark had bumped her shoulder with his own. "Don't worry about it, Spiderling. It's going to quick...I think he just invited me to make me feel important." She had snorted a little. "He could probably take these guys by himself."

Then he and Steve had been heading into the warehouse, Penny and Bruce waiting at one exit, Clint at the other, all at the ready.

And then Penny's spider sense had gone off...and then there had been so many gunshots.

So she'd run in, finding herself in the middle of a shootout, alien weapons powering up and shooting rays and bullets and Penny had taken down the first guy she'd seen.

There had been so many gunshots.

"Spidergirl!" Steve had shouted, and she'd been seconds away from shooting a web at the ceiling to get a better vantage point, spider sense exploding like an electric shock up and down her spine, when there had been a burst of gunfire.

Iron Man had grabbed her, his body shielding hers as he'd tackled her to the ground. "Kid? You…". He'd started...then he'd flinched, a hand pressed to his side, a disbelieving scowl on his face. "The hell…"

"Mr. Stark…". She'd whispered, all too aware of the gunfire surrounding them. Sitting up and grabbing his arms, she'd pulled him backward behind a support beam to give them some cover. "Mr. Stark?"

His metal hand had been covered with blood and Penny had stared down at the hole in his armor in growing horror. "No...Mr. Stark…"

"It's okay, kid." He'd tried to reassure her, a weak smile on his face. "Just breathe. I'm okay. I'm…". His eyes had fluttered shut then, head dropping down onto the concrete floor.

"No...no!" Her voice had gone hysterical as she'd gripped the front of his armor, pulling hard and ripping the metal apart. "Mr. Stark!" Hands against the bloody hole in his shirt, she'd held pressure for what felt like hours before she had been pushed away.

"Move, Spidergirl." Steve had snapped, gathering Tony in his arms, and Penny would have been left sitting there, shaking hands bracing her on the floor, had Clint not run in seconds later.

"Come on, kid." He'd murmured, firm hand under her arm. "It's okay. Let's go. Bruce is going to help him. It's okay." He pulled her to her feet and she'd stumbled, leaning on him. "Are you hurt?"

"He...it was...my fault...I didn't…"

"It's okay. It's going to be fine. Come on, kid." He'd led her into the quinjet, sitting her down in a seat out of the way, then raced to the cockpit. She'd yanked off her mask, clenching it in her hands.

"Clint! What the hell.."

"I wasn't going the leave the fucking kid, Steve!" Clint had snapped.

They touched down, Bruce and Steve racing the wheeled bed out of the quinjet, leaving her with Clint who crouched in front of her. "My fault." She whispered.

"We all mess up sometimes, kiddo. It's okay. He's going to be fine."

She let him pull her to her feet, a twinge of pain in her stomach giving her pause. But she didn't look down. Didn't do anything but let him lead her outside when she pulled away. "Kid?"

"I can't...I...I need…". Immediately he seemed to understand.

"Alright, kid. Stay close." He ordered, then headed back inside the compound.

Penny stumbles away, pressing a firm hand to her stomach.

So many gunshots.

It wasn't all Mr. Stark's blood. She wouldn't need the armory after all.

With every step her heart beat louder in her ears, feet barely responding to her commands. She was going to fall…

She didn't call out. Friday wouldn't say anything if she fell out here. So she made her way to the closest tree and slid down, gasping at the pain as she moved. She deserved this. She didn't want to live in a world where she'd killed Tony Stark. Didn't want to live with that kind of pain.

Tears dripped down her cheeks as she gasped for air. Her hand pressed weakly to her stomach. Now that she was focusing on it, the pain was overwhelming. She felt a whimper escape, then a sob. Whining deep in her throat like a beaten dog, she felt her body list sideways and let it, curling up into a ball on the ground, shivering from the cold that shouldn't have been so painful.

She needed help.

She didn't deserve help.

She cried then. Mouth open, eyes screwed shut, ugly crying like a toddler having a fit. Cries shook her body as she thought about Mr. Stark on the ground and telling her it was okay...then the way his head had hit the ground. Steve Rogers yelling at her. Clint consoling her. The hole in her stomach leaking blood she didn't deserve.

She cried for all of it.

There were approaching footsteps and she opened her mouth, the pain driving her to call for help she wasn't entitled to...that she didn't know if she even wanted...and then everything went black.

There were voices in the darkness.

"You didn't even check to see if she was okay?" Someone screamed. "What the fuck is the matter with you?"

"Tony…"

"Clint said he found her bleeding out under a tree. She would have died, Steve!"

"She didn't say she was hurt…"

"You didn't even bother to check!"

"Tony you were bleeding out…"

"Yeah so was she! She's sixteen years old, and you left her there to die!" The was Mr. Stark. And he was mad. Angrier than she'd ever heard him. He was practically screaming. She tried to make herself small, but she couldn't move. She whimpered a little, praying he wasn't mad at her, and the next time he spoke, his voice was small and tired. "Get out." A hand brushed against her hair, the action strange and far away in the dark.

"Tony…". Steve's voice was small too. Sad. "I...I didn't…"

"Get the fuck out of my medbay." Now his voice was soft, but full of venom. "You would have let my kid die, Steve. Get out and don't come back."

Penny went back to the darkness.

More voices. "You saved her life."

"I just let her go. Tony, I swear…"

"I watched the footage from her suit. From the jet. You made sure she got on the jet. You stopped Steve from yelling at her."

"I let her walk off...I didn't even notice that she had a damn bullet in her stomach."

Penny shivered and there was quiet before a blanket was pulled up to her chin. "Penny?" She started to answer but slept instead. That happened several times. She would hear voices, sometimes one or two, always having a conversation...never talking to her.

Then, after what felt like a long time, a hand took hers. "Kiddo? Come on, Spiderling. That's enough sleeping, don't you think?" She didn't respond. Couldn't. "It's been four days, Penny. Your aunt is freaking out. I'm not...I know you're going to be okay. You're always okay...you have to be."

Silence.

"I could have killed Steve." He admitted quietly. "When I saw the footage of him yelling at you. Don't get me wrong, you definitely disobeyed orders, and we'll have a chat about that someday when you're awake and vertical."

Silence.

"Please wake up, Penny. Come on, honey. Please."

She couldn't ignore Mr. Stark when he said please, not after all he'd done for her. So she fought for it, closing her eyes tight and trying to remember how to open them. "There you go. Fri, turn the lights down. Close the blinds." He ordered. "I'm here, Pen. Take as long as you need. Just...wake up." He pleaded.

She woke up. Opening her eyes, she found the man sitting beside her, dressed in...pajamas? He was pale, an IV pole at his side, a needle in his arm. "You?"

"I'm fine." He assured her, reaching out and clasping her hand. "How about you? Anything hurt?" She took stock, flinching when she tried to sit up.

"Not if I don't move." She slurred a little.

"Well, you'd better not move then." He told her with the ghost of a smile. "It didn't look too good there for a while, but you're going to be fine." Mr. Stark said it as if by willing it to be true, he could make it happen.

She slept again, and the next time she woke up, May was there. Crying. Gripping her hand and sobbing.

Penny didn't stay awake with her long...just long enough to hold her hand and promise that she was okay. Then she slept for what felt like a long time.

When she woke up, her head was finally clear. Or, well...clearer. Mr. Stark was beside her, tapping away at a tablet, brow furrowed as he worked, and she watched him for a while. He was still pale. Still had an IV pole, and was still dressed in pajama pants. He wore a tank top that bulged out on one side...he'd be shot in the side. But how? How has it gone through his armor?

"How you feeling, kid? You with me this time?" He asked, looking up from his tablet, and she wondered how he'd known that she was awake.

"Um...yeah. I think so." She murmured, rubbing a hand over her eyes, careful not to move too much..careful to use the hand without the IV. He caught her flinch and frowned.

"You hurting?" She nodded, not feeling well enough to lie about it. He reached over, pushing a button. "Bruce should be able to get you some more of the good stuff." She nodded again, closing her eyes and taking a deep breath. "You going to sleep on me again?" He asked, sounding more fond than irritated. She shook her head.

"I'm awake."

"Yeah, I've heard that story before." He teased.

"How long have I been here?" She asked, not willing to let the pain show on her face. It hurt...but he didn't need to know that.

"You were out for four days. You woke up for the first time on Wednesday. Now it's Friday. Your school thinks you were in a car wreck. Your friends were calling every few hours so I finally just talked to them. I believe Ned said something about this being the best thing that's ever happened to him when I offered him a ride up, but I'm the best thing that happened to a lot of people so…". He shrugged, a smug grin on his face, and Penny had to laugh a little.

"Mr. Stark?" She asked then, voice small. He hummed, putting the tablet down and looking at her, obviously unable to lean forward any further. "I'm...I'm so sorry." She all but whispered, unable to look him in the face. "This...it was my fault. I...I didn't listen and I'm the reason you got hurt." Her voice broke a little and a tear escaped, going from hot to cold as it dripped down her cheek.

"Pen." Mr. Stark carefully scooted his chair closer, reaching out a hand and touching her arm. "Here. I can't really do a whole lot of leaning." He said with a smile, opening his hand. She took it, letting his squeeze. "What happened was not your fault, Penny. Yes, you disobeyed orders, which we can discuss later. But they had weapons that could penetrate my suit. You had no idea. Neither did we."

"You got shot protecting me."

"And I'd gladly get shot protecting you again, kiddo. I'm very happy with that particular choice of mine. You're my kid, and I'll always protect you if I can." His kid. She wasn't, not really, but she knew what he meant and squeezed his hand harder. "We're looking into those weapons, and I'm going to upgrade my suit. But I don't regret protecting you, kiddo. I never would."

Bruce chose that moment to enter the room and Mr. Stark stood. "Alright, Spiderling. I'm going to run to the kitchen. How about a smoothie?" She nodded, not sure if she could eat but feeling hungry. He squeezed her hand before leaving her with Bruce who stepped closer, pulling his IV pole along with him. "Penny?" He asked, his movements hesitant. "Tony called for me...you need more pain medicine?" She nodded, staring at the ceiling instead of at him. Surely he blamed her. "I can give you a little more. This is the stuff we use for Steve. I don't think it will cause any reactions...Friday is going to keep a close eye on you just in case." He adjusted something beside her, and a rush of relief hit her, making her relax into the pillow. I just need to check your bandages…" She nodded, not looking away from the ceiling as he carefully moved her blanket aside, then the gown she was wearing.

"It looks like you're healing really well. There will be some pain for a few more days, but you should be able to get up by tomorrow, and we can continue to give you pain medication." There was a moment of silence, then he spoke. "Penny?"

She released a breath, finally looking at him. She didn't want to be scolded, not now. The pain was fading but she felt strange. Groggy but not quite sleepy. Her whole body was heavy. Still, she looked at him, really to be yelled at. Instead, he took a deep breath. "Penny, I...I need to apologize."

"What?" She asked, eyebrows raising.

"I...I should have…" He ran a hand over his face, murmuring a curse under his breath. "I was so focused on Tony I didn't even check to make sure you were okay." She was shaking her head before he even finished.

"No...Doctor Banner...this was my fault!"

"Penny, you had no idea that those weapons would be able to penetrate Tony's armor. You were trying to help, and then you were shot, and none of us even checked to make sure…" He trailed off, shaking his head. "The first thing Tony asked when he woke up was if you were okay, and I swear, I thought he was going to kill Steve when he watched the footage on his tablet from your suit and the jet...I've never seen him so mad. He's, uh...he's barely talking to me." Bruce confided. "I tried to tell him that he needed to stay in bed, but he wouldn't hear it. He's been sitting in that chair with you almost nonstop since he woke up."

"I thought I dreamed about him yelling at Steve." Bruce snorted.

"That wasn't a dream. Steve kept trying to come by and check on you and Tony just about punched him."

"It wasn't Steve's fault." She argued.

"Doesn't matter, Penny. To Tony, you're his kid. His responsibility. And when he found out that Clint found you bleeding out a couple hundred feet away from the compound, he lost it." Bruce sat down in the chair, closer to her eye level. "And he was right to. You're a member of this team, and we're supposed to look out for each other. You needed help, and we weren't paying attention. So, I'm sorry. I swear, it won't happen again." She nodded, feeling heavy and confused.

"It's okay." Penny murmured. Bruce gave her a smile then, reaching out and patting her shoulder.

"Alright. Get as much rest as you can. That's what's going to help you heal."

"Hear that, kid. You're on bedrest until further notice." Mr. Stark said as he stepped back into the room, 2 green smoothies balanced in a to go drink carrier in one hand, dragging his IV pole with the other.

"Yeah, so are you," Bruce told him, pointing a finger. "She's going to heal a lot faster than you, especially if you don't lay down. I'm going to have a bed moved in here for you, and you're going to lay in it." Mr. Stark rolled his eyes, handing Penny a smoothie, then shooing Bruce out of his seat before sitting down gingerly in the chair.

"Yeah, yeah. I'll lay down." He grumbled, taking a long drink of his smoothie. "There are more in the kitchen if you want." Bruce sighed, sounding exhausted, before leaving the room. Penny heard him talking to someone about moving an extra bed into her room, and, glancing over at Tony, she frowned.

"Are you okay?" She asked.

"Course I am." He reached out, resting his hand on hers, and she flipped her hand over, squeezing. He was okay. He was really okay.

She knew she would need to ask him if she could talk to Steve...she would need to apologize. She would need to hear Mr. Stark lecture her about following directions and staying safe...but for that moment, she just wanted to close her eyes and know that Mr. Stark was okay.

 **Thank you for reading!**


	19. Chapter 19

**Prompt: When Penny is captured with another person, she lets them escape and stays behind**

"Ned, you have to go," Penny spoke in a harsh, raspy whisper as she tried to survive through the pain. That's all she had to do. Survive. Survive for long enough so that Ned could get out.

"What?" His face was covered in tears and dirt and blood, and she knew that she probably looked just as bad. But she couldn't think about that. Couldn't focus on that when she needed to get him out.

"Listen to me. I'm going to get you out and then you're going to run." He shook his head, eyes wide but she kept going. "No, listen Ned!" She hissed, grabbing his arm hard...harder than she should have. "You have to run. Fast. Find a phone and call Mr. Stark."

"Penny…" Ned was crying, lips trembling as he looked at the edge of the cage. The bruise on his face was dark and ugly, and the blood trailing from his lip worried her. She hoped it was just because he'd bitten it or something. "I don't...I don't know his number."

"Okay...okay, um…" She looked around, helpless. They'd taken their phones while Penny had been out. Penny's suit was at home. Their backpacks were useless. Except they had paper...and pens. "Just a second." Getting a hand through the door, she found the padlock and squeezed, unable to think of another way of getting the cage door open without revealing her strength. They didn't have time to pick the lock. Didn't have time to be clever. Brute strength was going to have to work.

They had thrown Ned and Penny into the cage after half dragging them down the stairs, every step a new wave of stabbing agony in her useless leg...it was a dog cage, big enough for a Great Dane, but still...not big enough for Penny and Ned both to sit comfortably. She was able to get the door open without much trouble but gasped in pain as she tried to pull herself out of the cage. She couldn't do it. Ned would have to.

The bullet had caught her in the back of her knee, and every movement made the wound explode with pain so intense that she could barely stand it. But she had to save Ned. He was counting on her. She was Spidergirl. She saved people. Ned was her best friend. "Open your backpack and find a piece of paper and a pen. Bring it here. Now! Hurry!" She ordered, heart pounding as he raced to do as she'd asked, crawling out of the cage then stumbling over to his backpack that sat on the floor.

Meanwhile, she dragged herself over to the window, unable to help the trail of blood. They would know that she'd helped him, but she had no other choice. There was no time to think of a plan. Not with his life on the line. Ned had nothing to do with any of this...they'd grabbed him because he'd been with her, she was sure of it. She'd heard them talking right before they'd pulled away from the house in the woods...they'd mentioned ''Stark' and 'interns.' But Ned wasn't an intern or a superhero...he was her friend and she had to save him before she did anything else.

Ned ripped his backpack open, grabbing a physics textbook and tearing out the title page, then dug around for a pen. Every second seemed to last for hours...they had no idea how long until the men returned. No idea what these people had in store for them. But she couldn't risk Ned. He wasn't going to die because of her. Finally, he found a pen and raced to her side. She snatched it, and with shaking hands, she wrote down Tony's phone number, then Happy's. He grabbed the paper as soon as she was done, stuffing it into his pocket.

"Okay." She whispered, holding up a hand, and he pulled her up, her biting down hard on her lip. Her right leg was useless, and she had to lean on the wall almost completely, sticky fingers holding her in place. They were in a basement, and a few small windows dotted the wall close to the ceiling. It would have to be enough. "Listen. We're in the middle of the woods, so you'll have to pick a direction. Follow the driveway to the road and run, but stay out of sight. If they come after you, hide. Stay still. Try not to make any noise. Flag down a car or stop at the next house you see." He nodded at her orders, desperately given. He was crying...that was fine.

On a table in the corner was a butcher block full of knives and she pointed at it. "Grab 2." She ordered. "The biggest ones." He stared at her in horror, not moving, and she fought the urge to scream. They didn't have time for him to be in shock. "Now, Ned. Hurry!" He jumped to follow her orders then, wiping at his eyes with one hand and then yanking first the largest butcher knife and then another long but thinner knife out. "If anyone tries to stop you...stab them in the eye...the throat...just...make sure you get away. Call Mr. Stark and tell him what happened. If he doesn't answer, call Happy. One of them will answer." They had to.

She took the smaller knife from him, gesturing for him to keep the big one. Ned was shaking his head again and Penny choked on a sob, dropping her forehead against his.

"Ned, I need you. Please. I can't run. I…" He wrapped his arms around her and she wanted him to stay with her...she didn't want to be alone in this basement. "Please." Her voice broke and she wiped at her eyes, grabbing the wall and holding herself up. "Please. Please, I need you to do this. I need you to be my guy in the chair. Please, Ned." He nodded, wiping a hand under his nose. "I love you. I need you to know...you're my best friend and I love you so much, and if…"

"Penny, stop." He begged, but she shook her head.

"If you guys don't make it in time, tell May that I love her so much and that I'm sorry…"

"Penny…" He whimpered. She cut him off.

"And tell Mr. Stark that...that he is my hero and I...I was just so grateful to get to meet him." She hadn't spoken to the man since after homecoming...after she'd turned him down. She wondered if he would ever contact her again...still, he'd given her his number for emergencies so she would have to pray that Ned would find a phone. That he wouldn't be caught.

He pressed a hand over his mouth as she grabbed the wall, pulling herself up and, as quietly as possible, pulled up hard on the window. It took some effort and it creaked, but she managed to get it open. Then she dropped to the floor, biting down on her hand when she landed so hard that she nearly broke skin.

The truck had driven away almost ten minutes ago...but that didn't mean there were no people in the house. They had no way of knowing that. Her hearing was good, but the house was 2 stories high and they were in a concrete basement so there may have been people upstairs. So she grabbed Ned's arm. "Reach your arms up. I'm going to lift you up through the window, then you run." She looked around the room, listening hard. She didn't hear anyone. He put the knife handle in his mouth, holding it sideways. Bending down as best she could, she put her arms around his knees and stood, so grateful for her super strength as she lifted him easily up to the window. He placed his feet on her shoulders, her standing fully upright, then pulling herself up the wall with her hands, and he managed to grab the window ledge.

He pulled himself through eventually, slipping into the darkness of the outside, and she thought about following. She could drag herself up...but she wouldn't be able to run. And Ned would be slowed down by her. "Go, Ned." She ordered. He shook his head, looking young and so afraid...was this how she looked to Mr. Stark? "Go! Hurry!" She snapped, and then he did.

She dropped back onto the ground, dragging herself back into the cage, shutting the door behind her, leaving a trail of blood behind her. If she was in the cage when they got back, it might take them a few more seconds to notice that Ned was gone. Ned would need those seconds. "Please." She whispered into the dark basement.

"Please let him get away...please...please let Mr. Stark find me." Penny had never really prayed much before, even though she'd gone to mass with May every Christmas. But now...now she closed her eyes, head against the bars of the dog crate, tears running down her cheeks. "Please. Please help me. God if...if you're real...if you're there...please. Help me."

Penny and Ned had been on their way home from the last Decathlon practice of the year, walking together on their way to Delmar's where they had planned on getting dinner, then going to Ned's to hang out. It was a Friday, so May didn't expect her home until late. At least 9. New York could be dangerous, but they had grown up there...they hadn't been afraid. It was cold, even for December, and the two had been bundled up, making their way down the street in the near-dark. The sun had nearly set at 5:45pm...they'd stayed late after practice to finish their homework, not wanting to work on it at Ned's where LEGO sets and video games were there to tempt them.

Penny's spider sense had exploded right before the crowbar had hit her in the back of the head, driving her to her knees in the alley. They'd been cutting through...stupid but faster than going all the way around. Ned had started to scream, but a gun had been pressed against her temple when she'd started to stagger upright. "You make another sound and I blow the little bitch's brains out." The man had warned, and Ned had gone pale and silent.

Penny had thrown an elbow into his ribs, starting to throw a punch, when the gun had gone off. From then, it had been a haze of agony and confusion...a blindfold. Hands tied behind her back. Being thrown into the back of a pickup truck, half rolled through the back right before Ned had been thrown in beside her and then the bed cover had been pulled down, leaving them in darkness.

"Penny...oh god...they shot you...Penny…"

"I'm okay...it's okay…" She'd sobbed, trying to comfort him. "We're going to get out…" She hadn't been able to move her right leg at all without the blinding agony. But they had Ned and she couldn't let Ned get hurt. That had been her main thought, other than the pain in her leg, as the truck had bumped along. They'd been snatched from an alley...no one had been around. A gunshot would have drawn some attention, but as far as she knew, no one had seen the men take them.

The two had been silent on the long car ride, the bed of the truck freezing under the bed cover when had been snapped shut. It wasn't airtight, but Penny had felt herself gasping for breath, tears building in her eyes and falling down her icy cheeks. She was Spidergirl, she'd told herself, trying to find a comfortable position as the truck had bumped along. She had to do something. But her knee had been so, so painful and her brain had been fuzzy and then everything had gone black.

She put a shaky hand to her leg, trying and failing to slow the bleeding. She couldn't bend her leg...couldn't move it anymore. Dropping her head against the back of the cage, she sobbed, shaking her head. She couldn't die here...not like this. She clutched the knife, heart racing. "Please." She whispered. "Please, please…" She wiped a weak hand over her face, blood dripping down her cheeks from her wet hand. Giving up, tried again to put pressure on her knee. The bullet had gone in the back of her knee but hadn't come out.

She'd woken up in the cage, slumped against Ned, his arm around her. He hadn't been shaking her or anything. He'd just been holding her, a hand cupped around the back of her head, holding her close. "It's okay." He'd been whispering. "We'll be okay. We'll be okay."

"Ned?" She'd croaked, and he'd shifted a little to give her enough room to sit up. "Ned? What? Where are they?" Penny had asked, remembering their plight immediately.

"They just left...a truck just pulled out of the driveway but...I don't...I don't know." And she'd wanted to go back to sleep. To close her eyes and cry and let Ned hold her and pretend that she wasn't going to have to be the person to get them out. That it wasn't all on her shoulders. But she was Spidergirl and Ned was her guy in the chair and she had to save him.

Now, curled up in a cage just big enough for a large dog, or a large teenager and a smaller one to sit side by side uncomfortably, she hoped that Ned would be able to get through to Mr. Stark...that Mr. Stark would come. Of course he would come...right? He would save her. Or send someone to save her. She'd take what she could get. She clutched the knife in her hand, holding it behind her back. When they came back, she would defend herself. She was Spidergirl. If no one came to save her, if Ned couldn't get help in time, she was going to save herself.

They came back about an hour later. An hour, she told herself, doing her best to keep track of the time. That would have given Ned plenty of time to get somewhere safe. Even if he didn't bring him back help, at least he was safe.

The truck pulled into the driveway and Penny felt cold dread knot her stomach. She had no idea what these guys wanted...no idea why they'd taken her. Was it because she was Mr. Stark's intern? Or just random New York violence? Would they tell her or just come down and shoot her in the cage. There was nothing she could do if they decided to do that. She had no idea how long they'd been driving or where they were, other than the fact that it was a house and that it sounded like the woods. She could see trees out the window and hear birds chirping. Pulling herself as far back against the back of the cage as she could, Penny clutched the knife in her shaking hand, Spidey senses telling her to GET OUT but she couldn't. Not with her leg basically useless and throbbing.

She couldn't move it anymore. Couldn't even bend her foot without stabbing pain going all the way from her toes to her hip. Hands shaking, teeth chattering, she waited. And waited. She could hear them opening a door upstairs, and their footsteps. There were two of them, heavy boots thumping against the floor. "Anything from the boss yet?" One asked.

"Nothing. What are we going to do with the boy?"

"You don't think he'll want him too?"

"Hell if I know." Ned. They were talking about Ned. But Ned was gone. She smiled, glad to have thwarted them. So they had really just wanted her, not Ned. Good. Maybe they'd let him go...forget about him. She knew it wasn't exactly likely, but she could hope. She tried to make herself small in the cage, heart pounding, a pulse of burning pain coming with every beat of her heart. The knife...she wasn't a killer but if they came after her, if they tried to drag her out of that cage...she might just become one.

Footsteps upstairs.

A door opening.

Footsteps on the stairs.

Closer. Closer. And then she saw the boots, then legs, then the man. And then another man.

The one in front was the one who'd shot her, and he crossed his arms, smiling at her for a half second before his eyes widened, going from her to the floor that was covered in blood that led to the window. "Where is he?" He demanded, taking a step forward. She was honestly shocked that her voice didn't shake when she answered.

"He had to step out for a moment." She told him with her own smile. "Now how can I help you." The man snorted, smiling dangerously.

"Figures Stark hired a little smartass." He snapped racing over to the widow and yanking it open, revealing the other man, the one she hadn't gotten a good look at. But now that they were both still and in a well-lit room, she recognized him.

He worked for Mr. Stark. "You…" She whispered. No...he didn't work for Mr. Stark. He worked for Happy. Or...well...security. He worked for Mr. Stark's security team. His name was...Tim? Tom? Tyler? It was definitely a T name...

"Shit!" The first guy snapped, slamming a hand against the wall while TimTomTyler grinned down at her.

"He's going to kill you for this." She informed him, surprised that her own voice could sound so cold.

"Oh, I don't think so, kid. I figure we keep you for a couple of days, let him get desperate, then collect his money and disappear."

"You think he'll let you disappear?" There wasn't even a hint of fear on his smirking face, but before he could answer, the other guy whirled around.

"The kid's gone."

"So what? Stark will still pay good money for this one."

"Yeah, but what if that kid gets back to Stark?" The obviously smarter one asked.

TylerTomTim-maybe-Trent nodded, jaw tightening. "We'd better not risk it. Grab her and we'll take her to my place." He snapped, hurrying over to the backpacks on the ground and grabbing them while the other one yanked the door to her cage open.

"Alright, let's go…" He reached out, getting a grip on her arm and yanking her forward, and she struck so quickly she doubted he could see, sinking the knife into his arm right between his shoulder and collar bone, and he shrieked, falling backward as she yanked the knife out. He screamed then, a hand pressed to his arm, and TomTimTrent-probably not Tyler but possible Todd spun around, dropping the backpacks and drawing his gun. "Shit! Fuck! Travis!" The first one screamed. "You little bitch!"

Right. Travis.

"Slide the knife over here or I'll…"

"What? You'll what?" Penny asked, pointing the bloody knife at him with a shaking hand. "Mr. Stark won't pay you anything if you kill me."

He snorted, shaking his head and eyeing his friend. "Alright. Crawl out of that cage and slide that knife out before I shoot you in the other leg." She went pale. He'd do it. "Come on now, Penny Parker. Slide the knife out. Now." She hesitated and he cocked the gun, lifting an eyebrow. "Three. Two…"

Not seeing another choice, she put the knife on the ground, moving as slowly as possible, praying that she was giving Ned as much time as possible to get help. How would Mr. Stark find her if they moved? She had to stay in that basement. That was where Ned thought she was. "Chop chop, intern." He snapped, and she slid it forward, leaning forward to do so, then screamed when the first guy grabbed her by the hair, yanking hard and pulling her off balance. The movement shifted her knee and she thought she might black out, the world going a bright white at the edges. She couldn't crawl, couldn't pull herself up as the guy she'd stabbed yanked on her hair, dragging her forward.

Please...please let Mr. Stark find me, she prayed. Begged. Please. He dragged her out of the crate, throwing her down and standing over her as she panted on the floor. "Please." The word escaped without her meaning to say it, and then a foot pulled back and hit her in the side, the boot smashing into her ribs hard enough to break one. She screamed again, trying to push herself up, but that same boot came down on her right hand and she yanked it back as soon as she could, a high pitched whine like a beaten dog escaping her mouth. Penny cradled her now-broken fingers to her chest, pulling her other hand in just to be safe, and then the boot kicked her bloody knee and the world went black.

When Penny woke, she was being dragged by her arms up the stairs and she reached up without thinking, grabbing one of the hands hooked under her armpit and, finding the fingers, pulling up and back hard enough to snap one. The man dragging her, Travis, screamed and dropped her. Calling herself an idiot even as she did it, she rolled under the railing, crashing back down to the ground as Travis cursed. "You fucking little bitch!" He screamed, pulling the gun out, and she closed her eyes, doing her best to play dead as he cocked it, then went still when he pressed it to her stomach. "You pull something like that again…"

"You can't kill me if you want your money." She reminded him, and he chuckled, moving the gun to her left knee.

"No. But I can make sure you never walk again."

"He's going to kill you for this." Not looking even remotely worried about that, he stood up, pulling back a foot.

"I like you better when you're quiet." And then he lifted his foot and brought it down hard on her right leg once more, the explosion of pain sending her back to the dark.

She woke to darkness. PItch black nothingness, and for a moment, she was afraid that she was blind. There was rumbling underneath her, and she tried to push herself up, forgetting for a moment that a rib was broken and so were some fingers on her right hand. Swearing under her breath, she fell back down to the uneven surface underneath her, wishing she could adjust her position but not able to. Her head throbbed and her stomach turned and her whole body felt weak and cold. She'd lost too much blood.

There was a screech and she was sent sliding forward as the surface under her came to an abrupt halt. A truck...she was in the bed of a truck, the tunnel cover down just like before. Then there was screaming, and she thought maybe she ought to be more concerned about that, but honestly, she couldn't muster up the energy. Shivering, she dropped her head back down to the bed of the truck and closed her eyes, praying once more that Mr. Stark would find her.

The screaming stopped, and then the tunnel cover was being pulled open. She knew she should get ready to fight. Try to resist, but her whole body was shaking and she felt like just lifting her head was more than she could do at the moment. "Kid? Shit...Penny?"

Mr. Stark.

He was here.

"Mis...miss..r…" She asked, wondering why it was suddenly so hard to talk.

"Alright, kid. Take it easy." He urged from the foot of the truck, then she felt the whole thing shift as he must have climbed up beside her, finally resting a hand on her shoulder. "Pen? You with me?"

"Trav's...wo...works for…"

"I know. Don't you worry about him, kid."

"I tol...told him...you'd…" She opened her eyes for the first time and shivered again in the cold air, barely able to see the side of the truck in the dim light. It was dark out...how long had they had her? "Told...him…"

"Stay with me, kid." Mr. Stark urged. "Let's get you out of here, huh?" He got one hand around her back, rolling her over, and she screamed when this moved her leg, throwing her head back against the metal arm supporting her. "Sorry. I'm sorry, kid. I know. I know it hurts." He soothed in a voice she didn't recognize. "I'm gonna get you back to the Compound, okay? You're okay...tell me what hurts." He slid another arm beneath her knees and she gripped his metal-covered arm so tightly that the metal gave. He didn't complain.

"Knee...my...my knee he…" She gasped out as he slid out of the back of the truck, taking flight almost immediately.

"Okay. Knee. Anything else?" Iron Man's voice asked.

"Hand...he broke…" Things were going black again...she was dizzy. Closing her eyes, she leaned her head against his shoulder. "Ned? Is Ned…"

"Ned is fine. He called me from a gas station. That was smart, Pen...giving him my number. You did good."

"I was...afraid...I thought…"

"Hey, don't be afraid. You're okay." He promised, holding her a little closer. "They were keeping you not too far from the Compound. You're going to be fine. I called May. Ned is safe. You're okay." He was rambling a little, Iron Man's metallic voice almost frantic.

"I said no…"

"What?"

"I said...no...you asked me and I said...no and I was afraid…you wouldn't..."

There was a long, terrible silence as her eyes slid shut, head limp against his chest. "No, no no. You stay with me." He ordered. "Kid!" She couldn't. "Please. Please, Penny. Try to stay awake, kid. We're almost there."

Penny jerked in pain when he landed, head thrown back as she screamed. "I know." He murmured, rubbing her back with a metal-covered hand. "I know, kid. You're doing good...you're doing so good. Bruce!"

Bruce?

He was hurrying down a hallway and into an elevator. "FRIDAY, call Bruce. Tell him to get to the Medbay right now!"

"Tony? Who is…"

"Help her, now!" He ordered, every hurried step sending her leg into new agony. It didn't make sense that it could still hurt this much after so long. Finally, after what felt like hours of jogging and jostling, he was setting her down on a bed. She writhed from the pain, tears dripping down her cheeks, and then a hand, a real hand, not metal, was gripping her left one. "FRIDAY?"

She kept her eyes shut tight, and after a moment, FRIDAY was rattling off injuries. "Gunshot wound to the knee of the right leg, and the bullet is still lodged against her kneecap. She has three broken fingers on the right hand. Two broken ribs on the left side. Bruising covering the left side. Moderate concussion. Blood loss."

"Okay. Bruce?"

"Tony, who is she?"

"She's my intern now fix her!" He demanded, sounding harried, then he went on, voice smaller. "Please. Bruce...please."

The man was silent for a moment, then sighed. "Okay. Um...we need to do surgery...um...she needs blood. What's her name?"

"Penny," Mr. Stark bit out, his hand squeezing hers. "I have her files, medical records...everything...just…"

"Fix her. Got it." The man mumbled, and Penny felt the world spin around her, head lolling to the side as Mr. Stark brushed some hair out of her face. "Penny? Can you hear me?"

"Mhm." She muttered, not opening her eyes.

"Can you look at me?"

"I...I'm not…" And then, for what felt like the thousandth time, everything went dark.

She heard things while she slept. Yelling. Mr. Stark yelling. Then the guy named Bruce was talking and a hand touched her face. More voices, ones she didn't recognize...then May. May was there. In the darkness, holding Penny's hand and brushing her hair back. "I'm here, baby. You're okay."

May would never lie to her.

Penny woke what felt like days later, but since there were no windows, she had no idea what time it was or how much time had passed. She stared at the ceiling, blinking in confusion as she tried to remember everything. Pain. Darkness...a basement and a cage. All of that was vividly clear in her mind, and she shuddered at the thought. But everything after Mr. Stark had found her was a blurry mess in her mind.

"Penny?" The soft voice belonged to Mr. Stark, and she turned in surprise to find the man sitting at her bedside, leaning forward with his elbows on his knees. "Hey, kiddo. You awake?" She nodded, bringing a hand up to wipe at her eyes but her fingers were in a cast. "Careful. Bruce was able to reset your fingers, and he removed the bullet from your knee. He doesn't know much about your healing...I didn't want to tell him everything without your permission. But, uh...you're going to be in a cast for a while, even with your healing factor. There was an infection and…" He waved a hand, shaking his head. "You're going to be fine."

"Thank you." She whispered, dropping her hand back down to the bed. "You...you don't have to stay if you're busy. I mean…"

"I owe you an apology." She blinked at that, narrowing her eyes in confusion. "When you turned me down for a spot on the Avengers...I get it. Honestly, kid. It was a smart decision. You're young, and you should be able to just...be a kid for a while. I'm all for it. And it's an open invitation. I still hoped that when you were older, you would join for real. But...just because you're not an Avenger doesn't mean that I don't have your back. You need help, you call me. Like you did today...well, like Ned did. You call me if you need me, and I'll be there."

She blinked hard, not sure why tears were filling her eyes, but not wanting to cry in front of Mr. Stark regardless. "I was trying to give you some space and I got kind of distracted by Bruce and Thor but…"

"Wait, what?" She asked, turning to him in surprise. "Bruce and Thor, as in Bruce Banner? Bruce Banner is my doctor? And Thor is here?"

He chuckled a little, a hand moving to her head and brushing some hair back in a move so unexpectedly tender that she forgot what she had been saying. "Yeah, kid. I'll introduce you for real as soon as you're feeling better." He squeezed her shoulder. "Okay. How are you feeling?"

"Um...tired." She admitted, letting her head drop back down onto the pillow.

"Alright, kiddo. You rest. When you wake up, I'll introduce you to Thor." He ran a hand through her hair again, and, moving as if in a haze, she brought her good hand up, grabbing his wrist to keep him there. She hoped that if he stayed, she wouldn't have nightmares...that he'd protect her. But before she could try to explain, he patted her hand with his other one, then brought her hand back down to her side. "I'm not going anywhere, honey. Get some sleep."

"Thank you, Mr. Stark." She whispered, eyes closing.

"Anytime, kid." He murmured, patting the back of her hand, and then she was dreaming, not about a cage in a basement, but about Iron Man carrying her through the skies, his arms firmly around her keeping her safe.

 _ **Thank you for reading!**_


	20. Chapter 20

**Prompt: Tony catches Penny dancing**

Penny had taken two months of ballet as a child. The first month had been a free trial of four classes that she'd taken at six years old, right before she'd gone to live with Ben and May. And she had fallen in love. She loved the outfits. She loved the shoes. She loved the way it felt to move graceful, small contained movements and how it felt to move with a group of other people, all of them dancing together.

The second month had resumed a few weeks after she moved in with her aunt and uncle. May had insisted on trying to let her continue with the activities she'd been doing before her parents had died, which included Girl Scouts (which she'd never liked all that much), science camp in the summer, and, most recently, ballet, which was the only one that cost money. She had managed to remember most of what she'd learned and was almost religious about practicing every night. For proof, there were at least two full albums of almost nothing but Penny in her tutu, all action shots of her dancing around her bedroom.

After the second month, May had sat her down after practice, holding her hands and looking so sad. "Honey, we can't afford to send you to ballet anymore." And inside, it had felt like the latest in a long line of crushing, world-ending blows. That disappointment unique to childhood, when sadness feels all-encompassing, combined with the memories of her mom taking her to her first four classes and then dancing with her in the living room afterward, had left her nearly inconsolable.

Not in front of May and Ben, though. She'd pretended to be very grown up and told them that it was okay. Even then, she'd known that they hadn't planned on having a kid for a long time...if ever and that they didn't have a lot of money. But in her room at night, for at least a few days, she had curled up into a miserable ball and cried into her pillow, the unfairness of her life too big to be dealt with.

At ten years old, she discovered YouTube and, along with videos about Tony Stark, both scientific and otherwise (the one of his huge party during which he peed in the suit had been, to her, hilarious. Less so for May and Ben) she found videos on ballet. Not always great quality, but still, she latched onto them, making sure to practice every day, even if it was just a little dancing or stretching.

Too shy to practice at a real studio or gym, she made do with her bedrooms, and every time she and Ben and May would move to a new apartment, they made sure she got the biggest room. She read books and followed blogs and, even though it was just a hobby, it was one she loved.

With the spider bite came agility and strength she's never dreamed of, and even though she was increasingly busy with school and Spidergirl and extracurriculars, she still tried to make time to dance at least once a week, pulling out her ballet slippers that she replaced as often as she could afford to and wearing leggings and old t-shirts. For long stretches of time, she could forget about school and college and crime fighting and just lose herself in the movements she knew. Stretching. Dancing. Spinning and jumping and feeling graceful for once in her life.

Penny had a feeling that the cruise that May had won tickets to through work had less to do with her employer and more to do with Penny's employer, but either way, May was thrilled. Penny also had a feeling that Happy's sudden vacation also fit into the mix somehow, but honestly, she didn't want to know. May had called the man 'Harold' the week before and he had given her aunt a goofy smile and it had been one of the weirdest experiences of Penny's life.

She had insisted that she could stay at home alone for a week. It was no big deal. At sixteen years old she had a learners permit and a superhero suit, so she figures she could survive on her own for a week. One of her favorite dancers on YouTube had put out a new video and she was anxious to learn. But she was overruled.

"Penny, I really don't feel comfortable leaving you alone all week."

"I'm sixteen, May!"

"You turned sixteen a month ago." Her aunt reminded her, an almost bemused smile on her face as she shoved a bathing suit into her suitcase. It was the middle of September, but the cruise was apparently tropical, down in the Bahamas or something. And she was happy for her aunt, but she really didn't need a babysitter or anything.

"I'm fine. I'm Spidergirl, remember?"

"Tony and Pepper already agreed."

Penny's jaw dropped. "You asked Tony Stark to babysit me!?"

"No. I asked Tony Stark if you could stay in the bedroom he already has set up for you that you stay in more weekends than you stay here." Penny rolled her eyes, not really able to argue that point. "And he said it was no trouble at all. If fact he'd be happy to have you."

So Penny packed some stuff of her own in her uncle's old suitcase, even though she didn't have to take much. Honestly, she had almost a complete wardrobe at both the tower and the compound. Thankfully for her, Mr, Stark and Pepper lived most of the time at the tower so she would have no trouble getting to school. Honestly, it was almost closer to Midtown than her apartment.

At the last minute, she grabbed her ballet shoes. The gym at the tower had a huge open space in the middle, and she could easily pull some of the mats aside and practice. She doubted Mr. Stark would care...not that her dancing was something she'd shared with anyone else. It wasn't a secret, really…but she'd never danced in front of anyone and he was Tony Stark. He had probably seen the best ballerinas in the world. Not that she thought he would laugh, but still. Dancing was private for her. She'd never gotten the chance to take lessons again, so she'd keep it to herself.

Mr. Stark picked her up from her apartment on Sunday at the same time that Happy picked up her aunt, something she refused to comment on until she was in Mr. Stark's Audi. "She didn't win those tickets through work." She told him, voice accusatory, and Mr. Stark chuckled. "Is she going with Happy?"

"I have no idea what you're talking about." He told her with a grin, pulling away from their new apartment building. They'd moved there sometime around Penny's birthday, and a lot of her stuff was still in boxes.

"You did this." He laughed outright them.

"What? You don't like Happy?" She grunted, shrugging and staring out the window. "Kid?" His voice went serious then, a hand landing on her shoulder. "Do you really not like him?"

"He's fine." She told him with another shrug.

"C'mon, Pen. What's the matter?"

"Nothing. He just….nothing. As long as May's happy, I don't care." He didn't push anymore, but the hand on her shoulder squeezed for a moment before letting go. She didn't want to explain that, to her, it seemed that Happy thought of her as little more than part of his job. And that may not have been true, but she didn't want him replacing her uncle. She pushed those thoughts away, changing the subject. "Are you sure you don't mind? I really would be fine staying by myself."

"Of course you would. But you also have a bedroom in the tower and plenty of Iron Man themed T-shirts…"

"Yeah, thanks for that by the way." She broke in with a smirk, but he continued as if she hadn't spoken."

"And Pepper and I are happy to have the company. I think she's going to recruit you for wedding planning and I'm going to recruit you for suit upgrades. So everyone wins." He glanced over with a smile...a soft one, eyes crinkling and lips curving upwards. "Really kiddo, we're glad to have you." Before she could reply or it could get any sappier, he patted her leg then gripped the steering wheel again. "Besides, we've got a couple of visitors at the tower already."

"Really? Who?" He grinned.

"Guess you'll have to find out."

When they arrived at the tower, the two of them immediately headed up to Mr. Stark's private apartment where her room was. At the compound, her room was beside Vision's amongst all of the other Avengers, but here at the tower, she was one of the three people with unrestricted access to this floor. Her bedroom was across the hall from Mr. Stark's office, on the opposite side of the apartment, and was huge. Bunk beds were pushed up against one wall, and a desk with a ridiculously fancy computer sat on the adjacent wall.

She had been allowed to decorate this room...well, she could have decorated her room at the compound too, but she spent a lot more time at tower than she did the compound, and Pepper had actually sat down with her and asked her to pick out furniture and paint colors when she and Mr. Stark had renovated the upper floors.

Pepper was waiting in the living room and immediately put her soda down, reaching out a hand and placing it on Penny's shoulder, her soft smile welcoming. "Just in time. Think you could help me with some wedding planning?"

Penny knew that Pepper didn't really need her help choosing the perfect wedding cake or the perfect flowers or the right napkins. But the woman seemed, for whatever reason, to like having her around, and Penny was more than happy to oblige, so the two girls spent the entire afternoon tasting cakes and smelling flowers and going from bakeries to florists all over town, stopping for lunch in the middle, then heading home in time for dinner which Mr. Stark had ordered in.

It was nice and domestic, and Penny felt more like she was visiting family than being a houseguest to Mr. Stark and Miss Potts. After dinner, they watched movies until Penny was falling asleep on the sofa, and by the end of the night, she was too tired to get in any dance practice, instead stumbling off to bed and falling asleep almost instantly.

She woke up early on Monday and planned to catch the subway to school, but instead she found Mr. Stark already in the kitchen making waffles for breakfast, pushing a plate over to her. "Hungry?" He asked. She rubbed her eyes, yawning and dropping onto a barstool.

"Thanks. What are you doing up, Mr. Stark?"

"Figured I'd give you a ride." He slid the syrup over and she caught it without looking.

"Oh...you don't have to…"

He waved her off. "I've got a meeting in the city. I thought I'd drop you off on my way. You have decathlon practice after school?"

"No...but…" She took a bite, chewing quickly as she caught sight of the time. "Patrol." She told him around a mouthful of food.

"I drive fast, kid. Don't worry, we'll get there on time. What's your aunt's rule for patrol? Home by dinner or something?" She nodded.

"Home by five."

"Yeah, sounds good. Be home by five. Or, if you get caught up, just text me." He finished off his own food, waving a hand when she started to eat more quickly. "It's fine, kid. Chew your food. You got money for lunch?" She nodded, blushing a little. She didn't need his money...even if she did, she'd never ask for it. "Good. I slipped a fifty in your purse just in case."

"Mr. Stark!"

He chuckled. "Eat. Chew. Don't worry about it. I'll be right back."

He took her to school that morning, and everything was fine. No one saw him drop her off (he dropped her off a block from school just in case, bemused at the request), school went well, even though Ned had about a thousand questions about staying with Mr. Stark in the tower, and then she went on patrol, managing to stop five muggings, way more than usual. By the time she crawled in through her bedroom window at the tower, she felt completely spent. She'd eaten at Delmar's right after school, so she was hungry but not starving, her usual state thanks to the spider bite. Hurrying to the kitchen, she helped Pepper make dinner, trying not to think about the muggings or the excess energy buzzing right under the surface. She tried to focus on the pasta boiling or the cheese melting or plating the food. When they ate, she answered Mr. Stark's questions about her day with short, simple responses, and he seemed to get the hint that she was too tired to talk.

She wasn't tired, but she couldn't focus very well either. It had been a problem of hers for a long time, long before the spider bite, but she coped with it. Patrolling helped, and so did dancing. After dinner, she helped Mr. Stark wash the dishes, which was a strange experience...it was hard to imagine Iron Man washing dirty plates and bowls, but he rolled his sleeves up and plunged his hands into the soapy water same as her. Then, once that was done, she told him that she had homework and headed to her room.

She did her homework...well, she tried. But she couldn't focus. So, after about an hour, she changed into a pair of leggings and a t-shirt, grabbing her shoes and, grabbing her phone, she hesitated at her door. "Hey, Friday?"

"Yes, Penny?" Friday asked.

"Where's Mr. Stark?"

"Boss is currently in his office with Miss Potts."

"Perfect. Thanks, Fri!" Hurrying out of the room, she all but ran to the elevator, feeling like she was trying not to get caught...it wasn't like she was doing anything wrong! Mr. Stark wouldn't be upset with her or anything! Still, she all but snuck down to the gym, checking five times to make sure no one was in the room or on the floor before setting her phone up, dragging the mats out of the way, and then, listening against just to make sure no one was in the room or approaching the gym, she slid her feet into her pointe shoes. She'd learned to dance en pointe thanks to Youtube, the same place she'd learned pretty much everything else about dancing, but she hadn't gotten very good at it until after the spider bite when she'd gotten a lot stronger.

She stretched first, which was always difficult without a barre, but she did her best. And then, she hit play on the video, moving tentatively with the woman on the small screen at first, then, on the second viewing, more confidently. By the fourth run-through, she had closed her eyes, just listening to the music and imagining the steps, the movements. Arms light, like air. Holding her weight on her toes and spinning, leaping, imagining herself on stage, a real ballerina, just like she had when she'd been a little girl...she'd always wanted to dance in a recital. She let all her other senses go, focusing only on the movements. On the dance.

When the music stopped at the end of the video, she paused, still on her toes, arms out, eyes closed...and then she heard applause.

Dropping and nearly falling, she spun around toward the door, eyes huge as she turned to face Mr. Stark who was leaning in the doorway, eyebrows raised. Immediately her cheeks turned red and she took a step back. "Damn, kid. I didn't know you could dance!" He cried, crossing his arms, and she mirrored him without meaning to, gripping her elbows tight and trying to make herself small.

"I don't...I mean...I can't. Not really." She muttered. He dropped one eyebrow, leaving one up in an incredulous expression as he approached.

"What do you mean you can't? That was great! I mean...from what I remember...and it looked really good." She frowned, confused.

"From what you remember?"

"Oh, yeah. I took ballet as a kid." He told her, nonchalant as if that were common knowledge.

"Seriously?"

"Oh yeah. Really pissed my dad off, which was a huge factor to be honest. Do you take lessons? I didn't see anything about it in your file…" She shook her head.

"No...no, I mean...when I was little, I took lessons for a couple of months but my parents...um...and then I was with Aunt May and...it was expensive, I guess so…" She shrugged. "I haven't taken lessons since I was...uh...five, I think."

"You mean to tell me you can dance like that and you don't even take lessons?"

"I...I mean...I watch Youtube so…" He chuckled, reaching out once he was close enough and clasping her shoulder.

"Come on." He told her, jerking his head toward the elevator.

"What? Am I...I mean...I didn't think you'd mind but…"

"I don't." He assured her. "Dance all you want, kid. You're good at it. But I have someone I want you to meet."

"Meet? Um...should I get changed or…?"

"Nope. You're perfect." He guided her into the elevator, then they stopped on a floor she'd never been on. It seemed empty, and he headed straight for a door down a hallway and past what looked like a living room. He didn't hesitate, knocking on the door and then stepping back, and not five seconds later, the Black Widow opened the door, looking...well, like a regular person in sweatpants and a tank top.

"Hey, Tony." She smiled, seeming confused before her eyes trailed over to Penny, starting with her face, then taking in her outfit, and finally, her pointe shoes. "Hello. Who's this?"

"Natasha, this is Penny Parker. Penny, this is…"

"Natasha Romanoff!" Penny blurted, aware that she was gushing and unable to stop it. "You're...you're the Black Widow! You...oh my gosh you...you're the…"

"Just for the record, she wasn't this excited when she met me." Mr. Stark muttered, rolling his eyes and grinning. Natasha smiled as well, holding out a hand.

"Penny, right? It's nice to meet you." Penny latched on to her hand, still almost shaking.

"Yes! It's...it's nice to meet you too, Miss Romanoff! You're...you're so cool! You're, like, the coolest spy and you...you're amazing! And so badass and…"

"Just Natasha." The woman broke in, shooting Mr. Stark a look. "I like her."

"I used to." Her mentor snorted. "Penny's aunt is a friend of the family, so while she's out of town, Penny is staying with Pepper and me for the week. However, I just found out that, in addition to being a certified kid-genius, Penny is also a self-taught ballerina."

"I'm not a...I mean…"

"Self-taught?" Natasha asked.

"I...I mean, I took lessons for a couple of months when I was little but we couldn't afford it so I just...watch Youtube videos and practice on my own." She clarified, still shocked that she was actually speaking to the woman. Sure, she'd caught a glimpse of her and worked a bit with her as Spidergirl, but now...now she was meeting her as Penny Parker.

"And she's good." Mr. Stark reiterated, making Penny's cheeks heat up. "But, she could use a teacher."

Immediately Penny understood where he was going with this and shook her head. "No...no, Mr. Stark, um...Ms. Romanoff...I mean, Natasha, you don't...I couldn't ask you...I'm fine. I'm fine on my own...I mean...it's just a hobby and I'm not even very good…"

"Actually she's very good." He put in.

"What time do you get home from school tomorrow?" Natasha wondered, effortlessly taking control of the conversation.

"Um...probably around...well, today it was five but…" Torn between not wanting to be rude and the excitement of learning anything from the Black Widow, she found herself stammering. She'd hoped, in her wildest dreams, that maybe, one day, Spidergirl would get to train with THE Black Widow. But this...this was beyond even those dreams. "Um...tomorrow, maybe three?"

"Alright. I'll see you in the gym at three thirty, sharp." And with that, Natasha shut her door, bidding them both goodnight, and Penny was left in the hallway with a grinning Mr. Stark.

"She...she's going to…"

"Teach you ballet, yeah." He nodded, heading back to the elevator and leaving her to trot behind, hurrying to catch up.

"But...but I can't ask her to…"

"You didn't. I did. She needs a hobby." She told her, shrugging carelessly. "A fun one. One that doesn't involve guns."

"You can't make her teach me ballet, Mr. Stark." She cried.

"Trust me, Pen. No one makes Nat do anything. No one. Nor would I ever try. Nat's a good friend and she'd be happy to teach you. She doesn't get to dance enough."

His face had softened when he spoke about Natasha...and the woman had been on his side during the fight at the airport, right? Penny had never thought about it, but the two had seemed to be good friends.

She was going to take ballet lessons from Natasha Romanoff...from the Black Widow herself. She somehow lived in a world where she, Penny Parker, got to learn ballet from Natasha Romanoff who was, apparently, happy to teach her. All because of Mr. Stark. "Mr. Stark?" She asked, peeking up at him shyly.

"Hm?"

"Thank you. You didn't have to do that...but thank you. Really." He threw the arm back around her shoulder, patting her back and squeezing her to his side quickly.

"Of course, kid. I might tag along...I've gotten a little rusty. Besides, it'll be fun for you too. Isn't she your second favorite Avenger?"

"Third." Penny corrected with a grin as she stepped into their private apartment.

"Really? Who's number two?"

"You are." She told him, giggling at his mock-offended glare and heading to her bathroom to shower and then call Ned to tell him all everything that had just happened. Over her shoulder, she threw him the widest-eyed most innocent smile she could muster. "Thor's my favorite."

She was closing her bedroom door by the time he managed to shout an incredulous reply. "You haven't even met Thor!"

 **Thank you for reading!**


	21. Chapter 21

**_Please note that this one has descriptions of sexual harassment and assault of a minor (but not rape)._**

 **Prompt: Tony gets Penny an internship with another researcher who turns out to be a creep, and Penny doesn't know what to do.**

Penny drummed her fingers on her leg, stomach fluttering with butterflies as Happy drove her up the driveway to the building in upper Manhattan. The man glanced up at her in the rearview mirror, eyebrow raised. She shot him a quick smile, physically forcing her fingers to stop, then clenched her hands in her lap, leg bouncing. This would be her first time working somewhere other than Mr. Stark's lab…her first time working in a lab with someone other than Mr. Stark.

The man had found her reading an article on the latest advancements in different areas of biochemistry the week before, peering over her shoulder for almost a full minute before she'd noticed him, jumping and practically dropping the paper. "Oh...hey, Mr. Stark! I thought you were still...working." She had been sitting at his kitchen counter, putting the paper down, and then he'd snatched it, giving it a once over and nodding, lips twitching into a smile.

"Gene therapy...good stuff. I know Doctor Watkins...he works out of California, but we worked together for a little while. He really knows his stuff." He'd put the paper back down and had given her a critical look, taking a seat at one of the barstools. "What kind of science classes are you in right now?"

"Just Chemistry. Next year I can take biology but I don't think we'll be studying much biochemistry." She'd shrugged. "I think that's what I want to study in college but I'm not sure. We don't really get to do much independent study yet." He'd nodded slowly, eyes on the counter.

"You know, I'm going on a business trip to Tokyo next week, and I'll be there for at least a week. But a college of mine has an independent research lab. They do a lot of work for pharmaceutical companies, but they do have some pretty interesting biochem research. How about I see if I can snag you a short-term internship while I'm out of town?" And even though she'd been nervous to work with someone who wasn't Mr. Stark, she was excited to do some actual work in a field that fascinated her but that she'd barely gotten to do any research in.

"Thanks for driving me, Happy. But I can take the bus from school. It's not that far from school."

"Boss's orders, kid." Happy told her, voice flat.

"Well...thank you." She gave him her best smile, but the man only hummed.

"I'll be here at six to take you home."

"Okay. Thanks, Happy!" He didn't respond and she climbed out of the car, wondering if she would ever get Happy to like her. Mr. Stark insisted that the man didn't mind driving her and that he liked her just fine, but Penny didn't believe him. She'd mostly stopped calling him to give reports, and he hadn't complained, so she didn't think he wanted to hear from her about her patrols. Or about anything.

It was a Monday afternoon, and she'd be going to this new internship every day after school until Saturday, when Mr. Stark was scheduled to arrive. And...she was nervous. Really nervous. This was a friend of Mr. Stark's! What if she messed up? What if she broke something or offended him and then Mr. Stark lost a friend because of her? And then Mr. Stark didn't want her around anymore? She made her way up the stairs, heart pounding, and, taking a deep breath, she pulled the door open, stepping inside the glass front building. It was beautiful inside...a huge glass lobby full of modern furniture. But, of course, it was nothing compared to Mr. Stark's building.

She'd dressed up a little in a skirt and button-down shirt, wanting to make a good impression. Ideally, she'd get to work Stark Industries when she was old enough to get a job, but it couldn't hurt to impress more people in the field she loved. Stark Industries apparently didn't have much of a biochem department, but maybe she could change that.

The receptionist glanced up at her as she approached her desk, trying not to wring her hands. The woman was probably her aunt's age, and she smiled at Penny as she came to a stop in front of her desk. "Hello. How can I help you?"

"Hi. My name is Penny Parker and I'm one of Mr. Stark's interns. I'm supposed to meet Dr. Saunders…"

"Right…" The woman smiled a bit, but there was a strange look in her eyes. "You're Miss Parker?" Penny nodded, stomach clenching. Why was the woman looking at her like that? Was Dr. Saunders mean? Surely Mr. Stark wouldn't have sent her to work for someone mean. "I'll call him and let him know you're here."

"Thank you." Penny took a step back, hands clenched in front of her, wondering if she should sit down or just stay where she was. The woman placed the phone to her ear, dialing four numbers and then waiting a minute.

"Hello, Dr. Saunders? Dr. Stark's intern is here." Dr. Stark? Penny frowned a bit at that. She hadn't really heard anyone call her mentor that, but she realized suddenly that he was a doctor...he had multiple PhDs! Should she have been calling him Dr. Stark this whole time? Maybe she could ask Happy. But wouldn't it be weird to switch to Dr. Stark after calling him Mr. Stark? How had he introduced himself, she wondered.

Tony. He'd introduced himself as Tony. Her cheeks heated up at the thought of calling him by his first name, especially after she'd been calling him Mr. Stark. And he hadn't corrected her. So maybe she was fine. But all of those thoughts were pushed aside when a man stepped out of an elevator, striding toward her with an appraising look. He was tall, taller than Mr. Stark, with blond hair slicked back out of his face, and he was wearing a lab coat, a badge dangling from his pocket.

"Penny Parker?" He asked, pointing at her, and she nodded, holding out a hand.

"Yeah...yes. I'm Penny...um...I'm Mr. Stark's intern."

"My intern for the week. Excellent. I'm Dr. Saunders." He shook her hand, then placed an arm around her shoulders, not touching but hovering. "Follow me, Miss Parker. Tony mentioned that you were interested in my research."

Well...yeah, she guessed. She was interested in learning more about biochemistry, specifically genetics and gene therapy, but Mr. Stark had said that he was doing good research so...she'd done a little research of her own. His research mostly centered around plant biochemistry but it was close enough, and she certainly hadn't been about to turn this down. "Yeah. I've read a couple of your papers and they're really impressive." The man smiled, seeming to preen a little as they stepped into the elevator.

"You've read my work?"

"Yes. Um...I read your three most recent papers. You're doing some really cool research with plant biology."

The elevator stopped at the fifth floor and Dr. Saunders guided her forward. She fought the urge to pull away from his hand, pursing her lips and trying to stamp down the instinct. "Welcome to my lab, Miss Parker. What do you think?"

If she hadn't been working in Mr. Stark's lab the week before, it would have been really impressive. The lab was immaculate, with mostly up to date equipment that looked to be in really good shape. Computers sat at several workstations, and there was a soft humming in the background that she figured was one of the pieces of equipment. Most of his focus was in how plants adapted to different environments, which had several applications. But it wasn't really cutting edge. Still, she knew she was lucky to have this internship and she wasn't going to complain about it. "It's...um...it's great.

"Alright, Miss Parker. What do you usually do for Mr. Stark?"

There was something...something in the back of her mind...prickling at the back of her neck. Something in the way he said that. But she shook it off. She was being ridiculous. This was just nerves. "Oh, I, um...I wash beakers and...um...he lets me watch him work sometimes." She didn't think she could tell him that she worked on her web fluid and her suit, so she stuck with normal intern stuff. "I got to help him with the suit once or twice."

"Well, I don't do anything that exciting here, but I have plenty of beakers to be washed." He gestured toward a table over by the window and Penny obediently headed over, placing her purse on the table he pointed her toward, then began cleaning. It didn't take too long. Mr. Stark had never had her clean up for him, contrary to what she'd told people. Still, she didn't mind doing the dishes, even if she worried that she wasn't really going to enjoy this internship very much. It was only an hour a day after school, which wasn't such a big deal. She could do this. And if Mr. Stark asked, she'd say that she loved it.

It only took her about twenty minutes before she was finished cleaning all of his dishes, and Dr. Saunders came over as soon as she was done, nodding at the empty sink. "Good job, Miss Parker. Should have known that Stark would have the best interns." She wasn't sure exactly what she'd done that was so impressive, but she smiled her thanks anyway. "How about I show you some of the things I'm working on."

Penny's senses were going off, and it made no sense. There was no reason that her senses should go off. No reason that she should be nervous to walk over to the other side of the lab with him. She did so anyway, sitting in the stool he pointed her toward and taking deep, even breaths when he stepped right behind her, leaning forward and placing his arms on either side of her.

Mr. Stark had shown her things in the lab plenty of times. He'd put a hand on her shoulder. He'd wrapped an arm around her.

But he'd never pressed himself to her back, practically whispering in her ear. "Take a look at these slides." He suggested, guiding one of her hands to the wheel at the side of the microscope, and she tried to scoot forward, eye pressed to the eyepiece as she looked at the different slides, trying really hard not to think about the body pressed to hers. It wasn't like she could ask him to back up. This was a scientist that was friends with Mr. Stark! She wasn't going to ruin that.

By the end of the hour, Penny's hair was practically standing on end, stomach rolling. "I'll see you tomorrow, Miss Parker." Dr. Saunders murmured, a hand on her shoulder, and she gave him a tight smile, slipping past and hurrying to the elevator, hating the flush in her cheeks. She had nothing to be embarrassed about. She hadn't done anything! The receptionist wished her a good day as she hurried out of the building, wishing she never had to go back.

Happy was waiting for her outside in the car, glancing up as she climbed into the back seat. She flashed him a quick smile just like she'd given Dr. Saunders, then curled up against the window, thinking only about the hot shower she'd take as soon as she got home. She wanted to go home. "Kid? You sick or something?" Penny shook her head, muttering that she was fine, and then clamming up until he dropped her off at her apartment.

Mr. Stark texted her about the internship that night. She lied and told him that she'd loved it.

Happy was there to pick her Penny up on Tuesday afternoon after school, and she stared out the window the whole ride over to Dr. Saunders's lab. It was nothing, she tried to convince herself. Just her nerves. She'd been nervous. That was all. "Kid? You okay?" Happy asked, and she gave him a quick nod.

"Yeah. Just kind of tired." She'd used that excuse so many times to lie about anxiety that it was a wonder anyone still believe her. But they all seemed to. Even Mr. Stark. Although she didn't think he'd believe her this time if he was there.

When they pulled up to the building, Happy glanced back at her in the rearview mirror. "You sure you're okay?" She nodded, waving as she left, even though she had to force herself forward. This time, Dr. Saunders was waiting at the receptionist's desk, the same woman from the day before looking from her boss to Penny. Penny forced her face into something like a smile.

"Good afternoon, Dr. Saunders."

"Hello, Miss Parker. Let's head up to the lab."

And they did. This time there were no dishes for her to wash. Instead, Penny was instructed to take notes on the plants, looking through different slides and jotting down notes in a notebook he'd given her. At first, it was fine. He worked in his own corner of the lab, seemingly lost in his work, and Penny felt a wave of relief. It really had all been in her head. For some reason, her anxiety had made her think...well, it didn't matter. It had all been in her head. Scolding herself for overreacting, she focused on her work, trying to learn all she could.

Her senses went off a split second before a hand landed on her shoulder, a body pressing to her back as he peered over her shoulder. "Looks like you're getting a lot done." He murmured, and she took a deep breath, scooting forward just a little. His hand tightened on her shoulder until it was almost painful, and she froze, heart practically stopping as her blood turned to ice. "Why don't you finish up there and join me over here at my workstation….I'd like to show you some more of my work."

"Yes, sir." She murmured, flinching when he squeezed her shoulder one more time before he let go, leaving her alone. She wiped a hand over her face, taking a deep breath, then doing as the man had asked. Something in her told her to get out. To call Happy and ask him to pick her up, then call Mr. Stark and told him what had happened.

Instead, Penny joined him at Dr. Saunders at his workstation, sitting in the chair he'd pulled up right next to his own, their knees practically touching. Every few seconds, he'd shift a little closer until their knees were fully touching, and as she leaned in to get a better look, he placed a hand on her knee, his thumb rubbing back and forth over kneecap. Her stomach flipped, and when she started to pull away a little, he squeezed, just like he had with her shoulder.

She could have shoved him away. Could have broken the man's wrist, easy. But this was Mr. Stark's friend.

Happy barely took his eyes off of her, glancing back at her over and over as he drove her home. That night, Mr. Stark called. "Happy says you've been weirdly quiet. What's going on, kid?"

"Oh, I've just been staying up too late…" She excused her behavior, hoping that worked. Thankfully, he couldn't see her face.

"Alright. I'll let you get some sleep. I can't wait to hear all about your internship."

She thought about staying home sick the next day, but Wednesday afternoon found her passing the friendly receptionist who gave her searching looks as she waited for the Doctor to fetch her. In the elevator, he wrapped an arm fully around her, his hand cupping her upper arm, fingers splayed too close to her chest. "It's been so nice having an intern to help out. I might ask Stark if he'd be willing to share you more often."

Penny hated that. Mr. Stark wasn't sharing her. He didn't...he just...he didn't! Dr. Saunders shouldn't be talking about her like she was something Mr. Stark owned….that he could lend out. She was Spidergirl. She was an intern. She wasn't something for this man to borrow. Or touch. But still, his fingers brushed against her chest and she wanted to scream. To shove him into the wall and show him how strong she was...how dangerous she could be. Instead, she let him lead her into the lab, taking a seat at a workstation by the window and, once more, pressing himself to her back. When she tried to scoot forward, he put that hand on her shoulder again, squeezing hard enough to hurt.

This was Mr. Stark's friend. She wanted him to get off of her but this was Mr. Stark's friend and then Dr. Saunders's hand moved from her shoulder to her chest, squeezing before he let her go, leaving her too stunned to move, mouth dropping open as she stared straight ahead. Had he...had he just…

It didn't seem real. This couldn't be real. No...he wouldn't...this was a grown man! A...a scientist. A friend of Mr. Stark's. None of Mr. Stark's friends would ever...they wouldn't hurt her. Right? She felt sick. She was going to throw up. No one had ever touched her like that and the first...the first time...it had been a grown man that she didn't know and she wanted...she needed to get out of this lab.

"Alright, Miss Parker. Go ahead and finish that up, will you?" She hummed in agreement, wondering as she nodded why she wasn't leaving! Why wouldn't her legs work?

Because she would be offending Mr. Stark's friend. The one he'd gone out of his way to get her an internship with. So she nodded, biting her lip hard so that the tears wouldn't fall. With shaking hands, she adjusted the microscope and took notes with a pen that left ragged lines on the paper. All she had to do was get through the next two days. That was all. The internship was over after Friday. And maybe she could be sick on Friday. She thought for a second about texting Mr. Stark...or calling him. But what could she say? She didn't think she could even type out the words, much less say them aloud.

Before she left that day, as she was grabbing her bag, he stood in front of her, placing a hand on her shoulder. "You did a great job today. Maybe you can get a job here after this internship is over." He told her, leaning in and putting his other hand on her arm, trailing it down her shoulder until he was holding her wrist.

Too close.

"Um...well, my internship with Mr. Stark keeps me pretty busy…" Penny tried to step back, but she was practically against the wall, and he moved with her, his hips too close to hers, his face so close she could smell his breath. He was pressed against her. She thought she might throw up on him...but her body was frozen in place. She could have pushed him off. But she couldn't. Penny was Spidergirl...but at the moment, she wasn't. She was scared and she was confused and sick and so many other things...but she wasn't strong. She wasn't brave. That was all she could think as he held her in place.

She wasn't brave.

"Are you sure? You'd get paid very well for your work here, Miss Parker." She hated that name. Wanted to jump through the closest window and never see him again. Instead, she nodded, not sure what she was agreeing to, but just wanting him to be off of her. He finally let her go, fingers brushing over her chest as he let go. "I'll see you tomorrow, Miss Parker."

The woman at the secretary's desk must have noticed her red eyes...the way she sniffed and kept her head down. The woman stood as she passed, but Penny didn't look at her. Instead, she hurried out the door, sliding into the back seat and staring out the window. "Kid?" Happy asked, voice soft and serious. When they didn't pull out of the parking lot, she glanced up at him from behind her hair, clutching her backpack in her lap. "Penny? What's the matter?" She shook her head. She couldn't tell Happy.

"Nothing." She told him, voice hoarse. Happy turned around in the front seat, facing her full on for the first time.

"Kid, talk to me. What's wrong?"

"Nothing. Just...I have a headache." He blinked, shaking his head, and she knew it didn't make any sense. She wouldn't be crying over just a headache. "Migraine."

The man stared at her for a long time, then turned around in her seat. She turned her phone off, going to bed as soon as she got home, and not turning it back on until the next morning where she saw Mr. Stark's missed call. She texted him at lunch, telling him that her phone had died, and that she was sorry she'd missed his call.

The thought of going to that internship made her want to throw up. Literally. She had to excuse herself from lunch to throw up in the bathroom. Her heart raced, hands shaking as her eyes filled. She didn't want to go. Didn't want to see that man again.

Only two more days. He was Mr. Stark's friend. She knew this was wrong. Knew that she needed to tell someone. One word was all she would need. The message would be so easy to send. 'He touched me.' She could send it to Mr. Stark, and immediately Mr. Stark would put a stop to it. He would fly over in his Iron Man suit and kill the guy…

Unless he wouldn't. Unless he didn't believe her. Unless he thought she was exaggerating. Unless...the word repeated over and over in her mind even though she knew it was ridiculous. Even though she knew that there was no reason to think that. Mr. Stark wouldn't let anyone hurt her like this...but she was afraid. Dr. Saunders was Mr. Stark's friend and if she told him...if she had to say it...she couldn't. Couldn't say the words.

Happy drove her in silence, eyes darting back to her so often that Penny worried that he'd run off the road. Actually, she thought, that might be better. At least then she wouldn't have to go back to that lab. But then Happy might get hurt and she didn't want that. So she rested her head against the window, biting so hard on her lip that she worried that it would bleed. Happy dropped her off at the front as usual, and she passed the receptionist, smiling at the woman who stared at her for a moment before calling Dr. Saunders.

Once more, he wrapped his arm around her, fingers brushing against her uncomfortably. Once they were down in the lab, she found herself hoping that that was all...that he'd just do the same thing he'd done the day before and then she could pretend to be sick on Friday and this could be over. "Have you thought about my offer?" He asked, rubbing a thumb over the side of her arm. "To work here?"

"I...I don't think I can. I mean...with my internship with Mr. Stark…"

"I'm sure Tony would be happy for you. Getting a job, at your age...I'm sure you could use the money." He led her into the lab, letting her put the backpack down, then stepping closer, her taking an automatic step back against the wall. This time she would push back, she told herself. This time she would run. She would get out of this building and run and never look back. This time...this time…

She didn't move as he moved closer, his body pressed to hers, one hand sliding down her back and stopping on her ass, pressing her closer to him, the other squeezing her shoulder.

This time she would freeze. This time she would scream in her head as his face came closer to hers, as his hips pressed against hers, as his hands touched her in ways she didn't want to be touched.

This time…

This time…

Dr. Saunders didn't pull away from her. He was ripped away, lead by his right shoulder, his whole body spinning around. Penny didn't understand...it felt like it was happening in slow motion. First, he was ripped away and spun around, being forced to face a fist that met him in the middle, slamming into his nose so hard that blood spurted out, gushing like a waterfall. Immediately, Dr. Saunders was falling, head snapping back, and he crumpled to the ground like a doll, lifeless. Limp. Penny didn't realize that she was sliding until she was on the ground, back to the wall, mouth open as she gasped for air, shaking so hard her teeth chattered. There was a noise coming from her mouth...but she didn't recognize it. It sounded like a dog...a hurt dog. Whimpering. Gasping. Pleading.

Please don't let this be true. Any of it. Let this have been a terrible, disgusting, terrifying dream. Let this be the day in the lab with Mr. Stark who had never hurt her...who would have protected her from this. Let this internship be with a doctor that wouldn't hurt her...a woman. A female scientist who would teach her new things and who she would be safe with.

"Alright...you're alright." A familiar voice told her, and somewhere in her brain, she registered Happy kneeling in front of her. "Kid?" He reached a hand out to her and she flinched away, eyes closing for a second, head jerking to the side. Happy wouldn't hurt her. But she saw a hand and flinched and immediately his hand dropped.

"Here." A woman's voice came then, and she relaxed just a little. "Come here, sweetheart." The receptionist was there, a hand moving under her elbow and helping her to her feet. "Why don't we go to the bathroom and get you cleaned up." Penny let the woman lead her, not looking at Happy who was pulling out his cellphone. She didn't know who he was calling. Didn't care. But as they stepped through a door and the woman wetted a paper towel, she heard his voice. She tuned most of it out, only catching the occasional phrase.

"The receptionist came outside…"

"Told me she thought he'd done this before..."

"Could never prove…"

"Something was wrong with her…"

"He was…"

And she could hear another voice...she had to assume it was Mr. Stark's voice. Mr. Stark's voice. Mr. Stark...he would know.

And suddenly, nothing sounded worse than that. Nothing. Not what had happened, not that she'd let it happen. This. He would know that this had happened to her.

Penny pulled away from the woman dapping her face with a paper towel, dropping to her knees in front of one of the toilets and throwing up. The woman moved to sit behind her, gently scooping up her hair and pulling it back out of the way. "Okay...it's okay honey. Let it out. You're okay." She sobbed into the toilet, letting the woman pull her back and wiping her mouth. "Look at me, honey. Can you look at me?" She looked up at the woman, tears streaming down her face. "Does Mr. Stark...did he ever…" The woman hesitated, and Penny shook her head, choking on a sob. "Okay. Mr. Stark's bodyguard is calling him right now. You're going to be okay. You're safe now." Safe now. Safe. "Are you ready to go?" Penny nodded, lips trembling as the woman got an arm around her, helping her to her feet. She wanted out of this building. Forever.

Happy was pocketing his phone as the woman led her out of the bathroom, Penny's backpack thrown over his shoulder, her cross-body purse around his neck and hanging at his hip. "Penny? Are you ready to go?" On the floor, the man still hadn't moved. Outside, she thought she heard sirens. Penny nodded. "You...sorry, what's your name?"

"Melissa."

"Melissa, do you want a job?" The woman faltered, glancing down at Penny.

"Are you sure Mr. Stark…"

"You saved his kid. I'm pretty sure he'd give you just about anything you wanted right now."

"His...Penny is his…"

"Long story. She's his intern. That's all you need to know. But she's the most important kid in his life, so name your salary and you've got it." The woman...no, Melissa, nodded.

"I can explain everything to the police...let me help you get her to the car."

The next thing Penny knew, she was in the car. And then they were parked in the parking garage of the tower, Happy opening her door for her. She didn't move...didn't take the hand he held out. It wasn't until he was crouching outside of her door that she even looked at him. "Penny? You want to go upstairs? Tony's on his way back...should only be a couple of hours." She jerked back when he reached out for her, hating herself for being so dumb...of course Happy wouldn't hurt her. But she couldn't help it. A man was reaching for her.

A man was going to hurt her.

And then someone else was crouched outside of the car door. Miss Potts. Her chest unclenched a little, and she found herself meeting the woman's eyes. "Sweetheart?" Miss Potts asked, a hand held out to her. Penny stared at the hand, then back up at the woman. Mr. Stark's fiancee.

"Miss Potts...I...I didn't...didn't want him to…" To what, she wondered as the woman moved closer, the hand taking hers. Didn't want that man to touch her? Didn't want Happy to tell? Didn't want Mr. Stark to know?

"I know." The woman murmured, squeezing her hand. "I know, honey. He's in police custody, and Tony and I are making sure that he goes to jail for a very long time. Can you come with me? I can make hot chocolate. We'll get you something to eat." Penny let the woman pull her to her feet, an arm starting to wrap around her shoulders. She stiffened, and immediately, Miss Potts dropped the arm. "Happy, would you mind going out and getting us some junk food? Ice cream, donuts...only the best."

"Sure thing, boss."

Miss Potts lead her to the elevator where Friday greeted her...she'd missed Friday. And Karen. Spidergirl and being brave and strong. Not feeling her throat close up when someone wrapped an arm around her shoulders. As soon as they were in the living room, she was ushered over to the sofa, a blanket wrapped around her and a mug pressed into her hands. She sipped it mechanically, eyes darting over to Miss Potts who took a seat beside her on the sofa. "Tony is on his way back. Did Happy tell you?" Penny nodded mechanically. "Honey...Tony had no idea. He would have never, ever sent you somewhere that you weren't safe."

"It's my fault," Penny whispered, hands shaking so hard that she nearly spilled the hot chocolate. Miss Potts reached out and took it from her hands, placing it on the coffee table.

"No." Miss Potts said immediately.

"But I let…"

"No." The woman said again, voice firm. Reaching out, Miss Pots took her hands, moving slowly enough that she could pull away if she wanted to. But she didn't. "I want you to listen to me, Penny Parker." She waited until the girl was meeting her eyes, lips still trembling. "Nothing about this was your fault. That man assaulted you. He sexually harassed you. He was a man that you should have been able to trust, and every part of this is his fault. Do you understand?" Penny sniffed.

"I should have pushed him away."

"You should have been safe," Pepper told her again, intense and more serious than she'd ever seen her. "You should have never been in that situation and it is on the adults who let it happen, not you."

Pepper put on a movie, calling May and letting her know that Penny would be staying over...she told the woman that Penny was sick, but Penny knew that they'd have to tell May the truth. It wasn't something she wanted to think about. Instead, she stared at the TV, watching without watching until the door opened and Happy came in, placing several plastic bags on the table and then leaving, stealing glances at her. He left as quickly as he came, and Penny accepted the donut that Miss Potts handed her, taking mechanical bites and swallowing without tasting. All the while, she wondered what was wrong with her. This had been going on for days...why was it hitting her like this now? Why couldn't she pretend to be okay?

And then Mr. Stark was stepping into the living room, sending all other thoughts flying out the window.

Penny had thought that she'd be happy to see him. She'd missed him. A lot. But now...seeing him in the room, watching her like his heart was breaking, she felt herself break. He looked awful...hair standing up on end, eyes huge and furious and sad and so many things. He was dressed in a suit, but it was wrinkled and there was a stain on the front...coffee. He'd spilled coffee all over himself, but apparently hadn't changed.

He'd left his meeting.

It felt like her chest had broken in two, the pain was so intense. She wanted to scream...thought that maybe that would let some of that awful, searing pain out. Instead, she sobbed, dropping her head into her hands. "Penny…" He whispered, and she could hear his footsteps coming closer...could feel him sit on the sofa beside her. Her senses were quiet. But she still flinched when his hand touched her back. Immediately, it pulled away. "I'm sorry. Kid...kid, I'm so sorry. I didn't know...I had no idea, honey."

She stammered out words that made no sense, not even to her. She wanted to tell him that she had let him hurt her. That she'd been scared but she'd stayed anyway. That she'd trusted him because Mr. Stark had trusted him. Instead, she gave up, turning and grabbing his jacket, pulling herself close and resting her head on his shoulder. He still didn't touch her and she was glad and sad and filled with so much pain she didn't know how to breathe around it.

"I'm so sorry. He's going to jail, Penny. I'll make sure he never gets out. You'll never see him again. You're going to be alright. I...I'm sorry. I'm sorry…" It sounded like he was crying too...like he was filled with the same kind of pain she was. Opening her eyes as she rested her head against him, she found his hand and caught it with her own. It was the only touch she could stand at the moment...the only contact that didn't make her want to throw up. It reminded her of Miss Potts, crouching in front of the car door and helping her up...handing her hot chocolate and junk food. He squeezed her hand, dropping his head and resting his forehead against the top of her hair.

She fell asleep like that. Hours later, she woke on the sofa, her head on a pillow, a blanket wrapped around her, and soft voices in the other room. "Tony."

"This is my fault."

"You didn't know." Miss Potts murmured.

"I should have...I should have looked into him more. Should have known that something was wrong. If that receptionist hadn't talked to Happy...and now...shit!" His whisper was harsh, and Penny blinked at the TV, surprised to see another movie playing with no volume. "She's fifteen years old. What the fuck is wrong with him? Why…" He trailed off, a soft bang telling her he'd slammed his fist down onto something.

"She won't ever have to see him again." Miss Potts reminded him, voice sad and reasonable.

"Pep...I sent her to him." He whispered, voice anguished. "I sent her to a man that assaulted her...she was only there because of me." Her mentor's voice broke then, and she forced herself to wake up, sitting up and rubbing her eyes. "I just...she liked biochemistry. Wanted to learn more. And I sent her to work for a fucking pedophile."

Penny stood, dropping the blanket onto the sofa and padding silently into the kitchen. Mr. Stark had his back to her, both hands bracing him on the kitchen counter, while Miss Potts stood beside him, a hand on his back.

This hadn't been Mr. Stark's fault. He hadn't known...Penny knew that. Now that she'd slept...now that she wasn't in shock anymore...she knew that. And if this wasn't Penny's fault, then it wasn't his fault either. Miss Potts turned as she approached, removing her hand from Mr. Stark's back and moving to the side so that Penny could touch his shoulder. He jerked in surprise, turning to find her, his eyes red and haunted. The man swallowed hard, dropping his gaze for a moment, then sniffing and giving her a painful looking smile. "Hey, kiddo. You want to go to your room and get some sleep?" She stepped closer, and he stood upright, letting go of the counter.

Penny stepped closer once more, wrapping her arms around him. Because she wasn't going to let that man ruin this. Not this. Mr. Stark was the closest thing she'd had to a father since her uncle had died. He was her mentor and a superhero and he'd never hurt her. She trusted him. And even when her body wanted to tense as a hesitant arm wrapped around her, a hand patting her back, she refused to give into it. Because this was Mr. Stark.

Because she was strong and brave.

Because Mr. Stark loved her the way he was supposed to. Because Mr. Stark saw her as his kid. Because he worked with her in the lab and she'd never been afraid. And because they'd been alone together a thousand times and he'd never hurt her. Because Mr. Stark was safe and she loved him.

"It wasn't your fault." She whispered into his chest, the hand in her hair gentle and comforting, not restraining. He didn't answer, just held her, and after a moment, Pepper came over, resting a hand on Penny's back. Mr. Stark reached out his other arm, tugging her close, and in the kitchen of the Avengers' Tower, Penny let herself be held and knew that there would be a day that it wouldn't hurt anymore.

 **Thank you for reading!**


	22. Chapter 22

_P_ _rompt: Penny and Morgan spending time together_

"Penny?" Under her breath, Penny murmured the formula as she worked through her chem homework. Pencil flying, she hurried to finish the problem she'd been working on for about ten minutes now. "Penny?"

"Just a sec…". She muttered.

"Morgan!" Came Pepper's voice from down the hall. "Leave your sister alone!"

The words made Penny smile despite herself. Sister. She wasn't related to the little girl. Wasn't really a member of this family. But from the very beginning, Pepper and Mr. Stark...no...Tony had wanted her involved. (The man had begged her to just call him Tony when Morgan's first word had been 'Mssr Sark' which Pepper had found hilarious.). They'd had her help pick out baby furniture and told her the name before anyone else. Pepper had invited her to the baby shower, which had been an event more exclusive than the Oscars. And Penny had been the second non-blood-related family member to hold her, right after Rhodey.

Penny had been spending weekends at the compound on and off during her senior year of high school, and she really needed to get this homework done…of course, Mr. Stark...no, Tony, had insisted that she would get into whatever college she wanted to go to (although he'd been pushing for MIT) and that she didn't need to worry about getting scholarships. Still, she wanted to keep her GPA as high as possible, which meant she needed to concentrate.

"Penny?" Morgan switched to a whisper, leaning in, and Penny had to smile.

"What?" She asked, finally leaning in and matching her tone. The little girl had her hands on Penny's leg, leaning forward and watching Penny with wide brown eyes, her curly hair in pigtails.

"Will you play with me?" And how on earth could Penny say no to that?

She called to Pepper, who looked about ten seconds from falling asleep on the sofa, that she was going to take Morgan out to play, and the woman nodded, eyes closing. Figuring she could use a nap, Penny quietly helped the four-year-old put her shoes on, holding a finger up to her mouth and smiling when the girl giggled, then took her hand as she guided her toward the elevator.

There was a small playground in the back, with swings and a slide and little plastic stones to climb and jump on. A jungle gym. Monkey bars...Mr. Stark had gone all out. Tony, she reminded herself as she closed the gate behind her and followed Morgan into the enclosed playground. Immediately the girl raced to the swings and jumped on, kicking her short legs and waiting for Penny to push her, which she did, several times, before Morgan jump and landed on her feet a few feet away, giggling.

Next were the monkey bars, which Morgan could only do with Penny's help. Then the slide. The jungle gym. The stones. Then back to the swings, Penny smiling at the little girl's constant narration as she kept an eye on the skies which were turning gloomy. "We probably have to go in soon." She told the girl who was swinging as hard as she could. Penny made sure to stand behind her, keeping a close eye on her as the little girl swung forward and backward, squealing and laughing when Penny gave her an extra strong push (using almost none of her real strength of course.)

Penny had never expected to have siblings. After her parents...well, May and Ben hadn't planned on having kids. She'd known that from an early age, even though they'd been careful not to ever make her feel unwanted. That hadn't always worked...still, there had been days when she'd been jealous of her friends who'd had siblings, even when they didn't get along. But now...now she had a baby sister. And she loved her so much...she couldn't imagine ever fighting with the little girl giggling and squealing on the swing.

"Rain!" Morgan cried, jumping from her swing at the very top of the arc, and Penny felt a raindrop hit her nose.

"Yeah. We'd better go in." She told the girl, sighing when she immediately shook her head.

"No! I want to keep playing!" The girl cried, then took off toward the slide. Penny laughed, wiping a raindrop off of her forehead and hurrying after her.

"We can't play in the rain, Morgs. You'll get sick."

"Will not!" She promised, already climbing the ladder to the top of the slide.

"It's not really up to you," Penny told her with a laugh, standing at the end of the slide and waiting for the girl to slide down. Morgan sat at the top of the slide, grinning at her as the rain started to fall harder. "Really, Morgan. We have to go in. We're going to get soaked." Morgan pushed off, sliding down on the now-wet plastic slide, giggling the whole time, and Penny caught her as soon as she reached the bottom, swinging her up in her arms. "Come on. We'll play outside again when it's not raining. Promise."

The little girl looked like she might throw a fit for a moment...her face screwed up and she wrinkled her nose...but then her eyes lit up right as Penny was trying to think about how to distract her. "Daddy!" She cried, squirming in Penny's arms until Penny let her go, and Morgan raced over to Tony who was standing by the gate, arms out as he swung the girl into his arms.

"Hey, baby girl. You're wet." She giggled, resting her head on his shoulder and squeezing him around the neck. He'd been at a meeting all morning and Morgan was usually glued to his side, so she hated it went he went to meetings. Penny started to step back...to let them have a moment, but then he smiled up at her, that look on his face….that look of adoration and love, never changing. "Hey, kiddo. You're wet too."

"We were just heading inside." He smiled, reaching out and putting his free arm around her shoulder. Squeezing her to his side, Tony led her inside as he carried his daughter. "You finish your homework?"

"Almost." She jerked her chin toward Morgan. "I got distracted."

"She is very distracting." The little girl giggled and buried her face into her father's shoulder. He grinned, digging his fingers into her side, and Morgan squealed, squirming in his arms.

"Daddy!" She cried, and he stopped with a chuckle, kissing her hair.

Once they were inside, both girls separated to take warm showers and change into pajamas. Once she was dressed a little more warmly and her hair was drying, she sat down at her desk and started to finish up her homework. She made it through a couple of problems before there was a knock on her door, and she looked up in surprise to see Mr. Stark leaning against the doorway. "Hey, kiddo. How's it going?"

"Almost done." She told him, and he stepped inside, resting a hand on her shoulder and glancing down at her work. "Where's Morgan?"

"Taking a nap. She practically fell asleep in the bath...you wore her out." Penny laughed.

"I just let her run around on the playground."

"You're good with her…" He squeezed her shoulder a little. "You're a great big sister."

Lips pressed together, she thought carefully about her next words...wondered if she had the courage to say them.

She did.

"You're a great father." The man's face softened and he moved his hand to the back of her neck, pulling her close and hugging her to his side. "I love you." She whispered. And she did...he'd given her so much. An internship. A superhero suit. A sister...a father figure.

"I love you too, Pen."

 _ **Thank you for reading!**_


	23. Chapter 23

_Prompt: The Avengers think Penny is Tony's daughter because she is at the compound._

In Tony's defense, it had been a very, very busy week.

A very busy week.

Pepper had told him under no uncertain terms that he couldn't skip the meeting on Monday, so he'd dressed in his newest suit and showed up to pretend to take notes, make snap decisions, and generally annoy Pepper when he pulled his phone out and blatantly texted Rhodey. The other people in the meeting shot him uncomfortable, somewhat aggravated looks, but they never dared say anything to him. So he texted and tried not to pay too much attention.

Tuesday was also full of meetings, these about the Accords. Things had been...better. Ever since Steve had gotten back in contact with him. The team was working together again. Sort of. They were having meetings, anyway. Trying to sort out the Accords. Trying to come to some kind of agreement. And that meant that they were spending hours every week going through pages and pages of fine print. So far, they'd only had one serious argument. Granted, it had been two weeks, but still.

Wednesday was training day. As in, Steve wanted to get the team back together which meant he wanted them to train together every week. So on Wednesday morning, all of the Avengers met at the compound and, dressed in fancy workout gear, they sparred and practiced shooting at targets with various weapons and generally got sweaty and by the end of the day, Tony's muscles were aching and he was ready for a shower.

He spent Thursday in the lab, trying to get caught up on everything that needed fixing, from Stark phone prototypes to the Iron Man armor. Pepper was also busy with meetings all day, so he made sure to take her out to dinner that night...somewhere nice and fancy where the two of them could spend some actual time together. It had been nice, despite the occasional person taking a picture with their cellphone. He'd just given them the finger, ignoring Pepper who scolded him, and tried to enjoy a normal night with his fiancee.

And then it was Friday, and the Avengers were coming back over to the Compound for...okay, Tony wasn't 100% sure. He didn't want to call it a bonding session. But….that's kind of what it sounded like. Instead of going to the training room, they were headed to the living room to have dinner together...talk over some of the paperwork and probably watch TV...Steve was trying to make it like the good old days again.

And even though Tony wasn't sure they remembered the 'good old days' the same way, he was willing to give it a try. Be a real team again...even if Spangles could be annoying and Sam could be kind of an ass and Clint drank all of his soda. It was still...well, it was fine. He was working on being fine with all of it. So after a meeting in the city, he and the others were headed back, Tony driving with Nat, Clint, and Rhodey, and Steve driving with Sam, Wanda, and Vision who was learning what it meant to ride in a car and why he couldn't just fly everywhere. Well...so he could have, but Tony figured that he and Wanda just wanted to spend more time together.

Tony had a feeling that he was forgetting something, that he had missed a meeting or...something. But he couldn't be sure, so he checked his phone at a stop light. No meetings...no texts from Pepper. No calls. Nothing. A horn honking behind him jerked him back to attention, and beside him, Rhodey lifted an eyebrow. "You waiting for a text?"

Tony put his phone back on the console, shaking his head. "Nope. Just making sure Pep didn't try to call.." He dismissed his own behavior, turning up the radio and smirking a bit when, in the rearview mirror, he saw Natasha lay her head back on the headrest and close her eyes, looking at peace. Comfortable. Safe. It was rare that Nat let her guard down like that. He was glad that she felt like she could do so with him. With them. Beside her, Clint rested an arm on the window ledge, watching the scenery pass...it really did almost feel like the good old days. Whatever the hell those had been.

When they arrived at the Compound, Tony led the group straight up to the living area, stopping short when he realized exactly what it was he'd forgotten.

Penny had been waiting for him. It was almost four o'clock...he'd left her waiting for over an hour. The girl had obviously started on the sofa, her homework spread out on the coffee table. Textbooks, notebooks, pens, and a calculator were strewn across his coffee table and floor, and the girl was curled up on her side, wrapped in a blanket, head resting on a cushion. The sight made Tony smile before he was even aware of it. On the floor by her hand was a book laying face down, the cover showing a title by Jane Austen. He knew she hated those books. He also knew that she had a paper due the next week. But he'd forgotten about lab day.

"Uh...Tony?" Steve asked, and Tony realized that they'd all come to a halt around him and that Steve was looking from him to Penny.

"Right...uh...I forgot the kid was going to be here this weekend." He scratched at his neck, shaking his head and trying to wipe the smile off his face. As he spoke, the girl started to stir, and he moved over to the back of the sofa, leaning over to look at her. "Hey, kid. Have a good nap?"

She muttered something he couldn't catch, then opened her eyes. "Mr. Stark?" She asked, narrowing her eyes but not seeming startled. "What...did I fall asleep?"

"Yep. DIdn't know Jane Austen was that boring." She groaned, throwing her arm over her face.

"That paper is due Tuesday."

"Don't worry, kiddo. You've got this." He grinned, reaching down and ruffling her hair. She swatted him away with a lazy smile, sitting up and then freezing when she caught sight of the Avengers on the other side of the room. Rhodey, she knew. And Vision. But that was about it.

"Um…"

"Right." Tony clapped his hands, gesturing to the girl who jumped to her feet. "Everyone, this is Penny. Pen, I'm sure you know who all these people are."

"Yeah...hi. Nice to...uh...to meet you." The girl stammered a little, glancing over at Tony as if unsure what she should do.

"You too." Steve stepped forward, the first to recover, his smile surprised and gentle and very Captain America. "Steve Rogers." He introduced himself unnecessarily. "Tony didn't tell us that you would b here…"

"Oh…" She glanced at him again, this time with hurt clear on her face, and Tony reached out, putting a gentle hand on her shoulder.

"I'm sorry, kiddo. Got a little caught up with meetings today and it slipped my mind." She forgave him instantly, of course, her face turning to worry.

"Oh, I can go home…" He shook his head immediately.

"No. Stay. We weren't doing anything important." Steve lifted an eyebrow and Natasha grinned a little.

"It's nice to meet you, Penny." The woman held out a hand as well, and then she was greeting all of them, smiling and excited once more. No one asked who exactly she was, which Tony found strange until later after they talked about the Accords in the living room while Penny finished up her homework and pretended not to listen from her spot at the table. Over dinner, they all asked the girl the normal, mundane questions that people asked teenagers. Where did she go to school? Favorite subject? Had she thought about college? All that stuff.

After dinner, they settled themselves around the living room, with Penny at Mr. Stark's side, Rhodey on his other side, and watched a movie until Penny was yawning. "Alright, kid. Why don't you head to bed?"

"I can just go home…"

"Nah. Just stay the night. We'll work in the lab tomorrow, okay? Promise."

"Okay. I just have to tell May." She gave in easily, rubbing a tired hand over her eyes. Tony had known that she would...about half the time, she stayed the night in her bedroom and they would continue their lab sessions the next day. It was how they got so much work done on both her suit and the robot he was helping her build, complete with an actual personality. But it was kind of odd for her to be so tired before midnight, and he had a feeling it might have something to do with nightmares. He would ask her the next day when there weren't so many people around. "Night." He smiled, reaching out and patting her on the arm as she passed.

"Night, kid. See you in the morning. We'll sleep in tomorrow."

The other Avengers sent her off with various 'it was nice to meet you's' and he heard her bedroom door shut. Pepper had been the one to decorate the girl's room, and Tony had had clothes ordered to fill it, just in case she ever needed to say over. Pepper had called it overkill to stock her entire closet and dresser with clothes...and, okay, there were some books and a LEGO set and extra notebooks and paper and a laptop but...whatever. He wanted the kid to be comfortable there.

"Tony...why wouldn't you tell us that you had a daughter?" Steve asked, eyes wide as he leaned toward Tony and whispered. Beside him, Rhodey almost choked on his beer, and Natasha lifted an eyebrow, looking intrigued as her eyes went from Tony to Steve.

"What?" He asked, incredulous.

"Penny. Why wouldn't you tell us about her?"

"Man, I knew it." Rhodey murmured, and Tony elbowed him hard.

"Penny isn't my daughter. She's…" Okay, so he couldn't tell them she was Spidergirl. It wasn't exactly his secret to share. "She's my intern." Rhodey rolled his eyes but Tony ignored him.

"Your intern?" Sam asked, raising an eyebrow and smirking. "Your intern spend a lot of nights in the Avengers Compound after falling asleep on your sofa?"

"She comes over every week for her internship…"

"Which you personally oversee…" Clint cut in. Tony sighed.

"And sometimes we go too late, so I had a guest room set aside for her. Just in case she needed to stay over."

No one looked convinced by this story. Then Vision spoke up. "It is true. Miss Parker spends many weekends here after she and Tony work together in the lab all evening. He often takes her out for ice cream afterward." Tony ran a hand over his eyes.

"Not helping, Vis."

"You take all your interns out for ice cream?" Natasha wondered.

"Tony only has one intern." Vision informed them. "All other Stark Industries interns are graduate students. Penny is Tony's only personal intern, and the only intern he allows into her private lab." Everyone was smiling at him then, and he rolled his eyes again, leaning back against the back of the sofa and dropping a hand over his face.

"Thanks, Vision. That's enough information."

"So...how long have you known about her?" Steve asked, voice gentle and coaxing. "She seems like a great kid...I'm assume you didn't always know."

Deciding that they weren't going to believe him, and not wanting to tell them the girl's secret, he decided that he'd let them think whatever they wanted. "I'm going to bed. Feel free to see yourselves to your rooms."

"Did you always know about her, Tony?" Clint wondered.

"There's food in the fridge. But keep it down. The kid's asleep. And I'm about to be too."

Ignoring the questions coming from the living room, he headed down the hall. "Fri, is Penny asleep?"

"Yes, boss."

"Soundproof her room, would you. Until tomorrow morning. And don't wake me before ten unless she needs me." Stepped into his bedroom, he found Pepper in bed already and crawled in beside her, closing his eyes and wondering if the girl would want to tell the Avengers who she was or let them keep making assumptions.

He was fine either way.

 _ **Thank you for reading!**_


	24. Chapter 24

_Running Out of Time_

Penny took deep, almost desperate gulps of air as she watched the people they had been fighting alongside disappear. No...not disappear. Disintegrate. Turn into ash and dust and...drift away. Her heart raced, stomach clenching up in knots while the ones whose names she didn't know, and then, finally, Starlord, fell apart. She had never seen anyone turn to ash like that...had never seen anything close to what she was seeing now...not in her three years of patrolling. A noise escaped her as she saw Mr. Stark's back, her mask skittering back away from her face. The alien...Thanos...was gone. Thanos had left and they were on this planet and...and the wizard was gone and the other aliens were gone and the guy from Earth and...her breathing was coming too fast. She couldn't control it...couldn't calm down. Because if Mr. Stark disappeared too…

Mr. Stark whirled around, eyes seeking her out as soon as Starlord was completely gone, and she didn't know if it was because he was worried that she might disappear too or because of her wheezy, terrified gasps for air. "Mr. Stark?" She asked, not sure what exactly she was asking.

"You're alright." His response was soft. Even. Sure. Like Ben when she'd been little and had fallen while learning to ride a bike, knee scraping against the concrete. At 8 years old, she'd looked down at her bloody knee and had inhaled sharply lip wobbling, but he'd been right there.

'You're alright.' He'd told her, not sounding ruffled at all, although, looking back, she thought that he must have been worried about her. 'You're okay, Pen. Here. Take my hand.' He'd pulled her to her feet, leaning down and oh so gently touching her leg. 'Okay?' He'd asked, and she'd given a shaky nod. 'That's my brave girl.'

Her eyes were glued to the man who stumbled a little as he approached her, waiting for the edges to blur. Waiting for him to start to fall apart. Because then she'd be alone...well...alone with that blue lady. But...alone. "Mr...Mr. Stark…" She asked again, stepping forward. Everything hurt, now that she thought about it. Her ribs ached and her head throbbed and her chest felt too tight. It was like now that she was finally standing still, she could feel all of her injuries from the fight.

"You're alright." He said again, reaching out and meeting her halfway, and this time his voice was like a confirmation of something he'd been praying for. She practically fell into his arms, gripping him with desperate fingers.

"Don't go." She pleaded, and had it been any other day, she would never have let herself sound so young...so needy. But it wasn't any other day. They'd just fought (and lost to) a giant purple monster in space. They had just watched several people turn into actual dust. So no, it wasn't any other day, and Penny was afraid and she didn't want to be alone, and Mr. Stark wrapped his arms tightly around her, holding her close and taking long, deep breaths. She tried to breathe normally...tried to stop wheezing and shaking and tried to stop the tears that filled her eyes.

"I'm not going anywhere, kiddo." He was quiet for a moment, then pulled away, a hand remaining on her shoulder, the other touching her cheek. "Pen? You've got to breathe, okay?"

"I can't…" She whimpered, the tears finally overflowing as her eyes darted over to where the others had been standing. "I…"

"Hey." He murmured, squeezing her shoulder and moving a little closer so that the two of them were barely a foot away from one another. "Focus up, Spiderling. Look at me." She did, lips trembling. "I know you're scared. But you're okay. I'm right here. I'm not going anywhere."

"They...what did he do to them?"

"I...I don't know." He admitted. "But we...we're going to..." He trailed off, glancing over at the blue woman who approached, her face solemn. "We're going to try to get home, okay?" Penny couldn't help but notice the use of the word 'try'...but Mr. Stark could do anything. Right? He could get them home.

Penny didn't start to doubt that for a few days. Not until after Nebula (or, Blue Meanie, as Mr. Stark dubbed her) fixed Mr. Stark's side, and after the three of them worked together to fix the engine as best they could with very little results, and after they divided up the food, then slowly began to run out, did she finally start to believe that they might die in space, even after surviving Thanos and his snap. After all that, she thought as she stared at the stars a couple of days after the food ran out, she was going to die of dehydration...or suffocation. It was a toss-up for which would run out first, the water or oxygen.

The three of them tried not to think about it. Instead, they sat around the table and played games. Paper football. ISpy. Charades. (Nebula was terrible at charades, but her attempt at miming just about anything usually had Penny giggling so hard she cried. It was nice to cry from laughter.) Sometimes, Nebula would tell them stories. Other times, Mr. Stark would take over, telling stories from his college days with Rhodey. Penny would listen to both of them curled up in a chair or hanging from the ceiling, eyes shut, letting the words wash over her and put her to sleep as the air grew thinner and thinner.

"Your daughter is a good child." Nebula told Mr. Stark one day while Penny was dozing, her barely able to hold onto the words. But they surprised her...nearly woke her all the way up. But lately, she was just so tired. She knew it was her metabolism, always demanding more than she could give it. Still, Penny waited for Mr. Stark to set her straight.

Instead, she felt him touch her hair, slipping some of it out of her face. "Yeah...she's the best." He whispered, sounding as if he were on the verge of tears. That woke her, and she opened her eyes, unreasonably shocked to see his gaunt, tired face. He was Iron Man. Tony Stark. But here, on this ship, she had come to realize that he was undeniably human. Just a man. A brilliant, kind, heroic man. But still...just a man. His cheeks were hollow, eyes dull, but he smiled a little at her when she opened her eyes. "Hey, kiddo. You okay?"

And even though she wasn't, not really, she nodded. Because they were both lying to themselves.

She gave up hope the day after they ran out of water. They'd been out of food for days...almost a week, and she found herself in the copilot's seat of the ship, staring up at the stars. Body draped across the chair, head leaning on the glass, she watched the stars pass slowly, a tear dripping down her cheek. She had no idea how she was crying...it felt like her body was wrung out, every cell crying out for water.

Footsteps caught her attention, but she couldn't lift her head. Couldn't move to watch the person approaching. Mr. Stark, gripping the lifeless control panel and the chairs as best he could to get himself to the pilot's chair beside her. Still, he stumbled, legs giving out, and she heard him crash to the floor.

And somehow, that got her moving. Forcing herself out of the chair, she managed to get to his side, starting to lean down, then letting her legs fold instead. She'd never felt so weak. Had never felt so close to death. Because that's what she was, and that's what he was, and she didn't want to die! Gripping his shoulders, she pulled him upright, then helped him lean against the pilot's chair. She wanted to help him into it, but she'd used every last bit of her energy and didn't think she could manage it. Opening his eyes, he seemed to sway, then focus, zeroing in on her. She was kneeling across from him, but that wasn't enough. If she was going to die, she couldn't do it alone. So, with the very last of her strength, she turned, leaning on the chair right beside him and pressing herself against his side.

It took him a moment, but he was finally able to get his arm around her, and she placed her head on his chest, listening to the heartbeat of a dying man. "I'm so sorry, Penny." He rasped, sniffing and leaning his head against hers. "I'm...oh, god kid. I'm so sorry." She shook her head. She didn't have the energy to tell him that it wasn't his fault…that none of this was his fault.

"Mr. Stark?" She whispered. It was worth it, using his title like that. Worth the extra breath. Because that was his name, to her, and it was the one thing that still felt normal. "You were always my favorite Avenger. And...and if…" her breath caught on a sob, and she hid her face in his shoulder for a second, his arm tightening just a bit around her. "And if I have to die...I'm so...I'm so grateful that I got to meet you." She sobbed, trembling with the force of the pain that squeezed her heart. It hurt, this grief for her own life that was about to be over. The questions she would never get the answers to. The people she would never see again. "And I'm glad that you're with me."

His face was buried in her hair, and she could feel pinpricks of moisture on her scalp as he cried. She had never seen him cry...and she never wanted to. Instead, she closed her eyes and listened to his heart while she still could, letting the sound lull her to sleep.

There were footsteps again, after a moment, or an hour. She had no way to mark the passing of time. "Don't." Mr. Stark whispered as he shifted beside her, and she gripped his shirt with every ounce of strength she had left.

"You would be more comfortable in the chair. Both of you would."

"No." Mr. Stark sounded like he was crying, but she couldn't make herself open her eyes. Her body was weighed down by lead, and her lungs burned when she tried to take a breath. "No...I...I want to hold her. I...I have to."

"Misssr…" She whispered, voice so faint that she wondered if he would hear her. He did. Of course he did. He always heard her. Was always there for her.

"I'm right here, sweetheart. Don't be afraid. I'm here. I won't let you go."

"Love…" She managed to breathe the word, but that was all she could do, and for a second, she worried that he wouldn't understand.

He did.

"I love you too, Penny." He choked out, his arm dropping from where it had been wrapped around her, and she felt him start to list sideways...but she couldn't help anymore.

Penny was floating somewhere in space, separate from her body that no longer hurt...from lungs that were almost ready to give up. From eyes that could no longer open. In the arms of a man that had become like a father to her...if only they weren't running out of time. Running out of time. Are you running out of time? The words were familiar, slipping through her brain with just the barest hint of a melody. '...you fight...like you're running out of time…like you're running out of time…are you running out of time?' Yes...running out of time, she thought. She was running out of time...fight. She had to fight...why do you fight like...history has its eyes on you!'

The light jolted her out of the darkness, and she gasped for air that almost refused to come. Still, her lungs heaved as she took in her surroundings, trying to find the source. Behind her, an arm just barely wrapped around her, Mr. Stark leaned his chin against her, blinking at the same light that was blinding her with bleary, awestruck eyes. And she turned, forcing herself to face the brightness that burned her eyes.

The woman in a halo of golden light floated outside of the glass, the stars her backdrop. Mr. Stark's arm tightened around her once more, like a last-ditch effort to protect her, but instead of attacking, the woman lifted her hand, lips curling into a smile. Behind her, Mr. Stark gave an incredulous bark of laughter, and Penny dropped her head against him, the sobs overtaking her.

"You Tony Stark?" The woman asked, and somehow, despite the vacuum of space, they heard her. Mr. Stark nodded, the movement jostling her a little.

"And...Penny Parker?"

"Yeah…" Penny whispered, nodding and wiping her eyes with a weak, shaky hand.

"Nice to meet you. I'm Carol. I'm here to take you home."

 **Thank you for reading!**


	25. Chapter 25

**Prompt: Penny has a panic attack during the ferry scene.**

Penny wasn't sure why her chest hurt so much. Wasn't sure why her breathing felt off or why her hands shook as she gripped the railing, watching as the ferry moved slowly back to the dock. The metal started to dent under her fingers and she let go, mask clutched in one hand.

This was bad. This was so bad. Wingsuit guy had gotten away and all of those people had nearly…had nearly…because of her they…she couldn't finish the thought. Couldn't bear to. And now Mr. Stark.

Iron Man approached and she wanted to run. Wanted to jump off the concrete slab overlooking the water and hide. Anywhere. Hide until he wasn't angry anymore. Hide until she could breathe right. Her left shoulder hurt so bad and her ribs ached and she just wanted to lie down somewhere and sleep it all off, although with the way her heart pounded, loud enough to make her chest ache, she didn't think she'd get any real sleep.

"Previously on Penny screws the pooch…". He was mad…so mad. But somewhere under all of the pain and terror, she was mad too!

"Is everyone okay?" She asked, her own voice far away and warped, as if she were underwater.

"No thanks to you."

Penny spun, hating the angry tears that filled her eyes and the way she had to gasp for air to get enough of it in her lungs but none of that mattered. Because this wasn't entirely her fault! "I told you they had those weapons! But you wouldn't listen! If you even cared, you'd actually be here!" Her words seemed to require so much air and the ocean roared in her ears…or something did. Someone was roaring and her heart was beating so fast and it hurt!

The suit dropped then, hovering just over the ground, and then opened. Mr. Stark stepped out, face blank but angry, and Penny felt the pain in her chest kick it up a notch.

All those people…so many people…they could have…they almost…

"I did listen, kid." He went on, words gaining volume, moving forward so that she had to take a step back, her breath not coming as easy. It was hard to breathe…harder and harder and all those people could have…could have…

"Mr. Stark, I…". She tried, because something was wrong. Something bad.

"No this is where you zip it!" He snapped, pointing a finger and glaring and he hated her and it was her fault and all those people and the man with the wings and weapons dealers with alien weapons and she was only fifteen but he was saying something else and she couldn't help it anymore.

Tears spilled from her eyes as she clutched her chest, knees starting to buckle as the world tilted, the ocean or something roaring in her ears. She expected to hit the concrete. Expected to crumble. But arms grabbed her, one gripping her left shoulder that hurt so much and she couldn't help the strangled cry of pain. He let go immediately and she closed her eyes, not wanting to see this. Not wanting to see the look on his face.

Hands awkwardly lowered her to her knees, more careful of her arm this time. "Penny? Kid!" He demanded, not sounding quite so angry anymore. She was crying, she realized…tears dripping down her face and she couldn't stop it, not when her chest was on fire. Had she been poisoned or something? Was she having a heart attack? At fifteen?

She wanted to answer him…or ask for help, but her breath came in wheezing gasps and she clutched her chest where the pain was almost unbearable. All those people…she'd screwed up and almost gotten all of those people…killed. She'd almost killed them all!

"Friday talk to me! Now!"

Spots were appearing in her vision and with a jolt of terror, she realized she must be dying. "No…no, no…". She whimpered, one hand pressed to her chest as if trying to force her heart to slow down, the other gripping his arm, probably too hard. Penny sobbed as the world continued to grow dimmer and dimmer, head spinning from the lack of oxygen.

She was dying she was dying she was dying

"Penny you're…have to…kid…"

And then it was quiet.

Penny didn't dream. Not really. She was vaguely aware of someone moving with her in their arms. It felt like she was flying, and it was kind of nice. She drifted for a long time, until someone pricked her with something in the arm, and she groaned at the feeling. But numbness soon filled her body, and soon she was gone again.

She woke to voices. Voices that were far away, like they were in another room. But still just loud enough to hear.

"Tony, you can't take all the blame for this."

"I was yelling at her. I was yelling at a fourteen-year-old girl with a dislocated shoulder who had just been attacked by a man with alien weapons, and she had a panic attack. How the hell is this not on me? She tried to tell me, Pep. She…god she…she tried."

"Tony, you couldn't have known."

"If I'd shut up for two seconds, I could have. If I'd just…just talked to her!"

Penny blinked at the ceiling, then tried to shift, flinching when that made her arm ache. Glancing down, she realized that her upper body was propped against a pillow, and her arm was parallel to her chest, held there by a sling.

"Okay. So you messed up. But she's okay. Helen looked her over." Penny realized then that they were talking about her. They had to be. "And now you can talk to her."

"I gave her a panic attack, Pepper."

"I'd say it was probably a combination of…"

"I gave her a panic attack. She's never going to want to talk to me again."

"Tony…you're that girl's hero."

Penny closed her eyes, not wanting to hear any more. Not wanting to eavesdrop. It was a problem with her new powers…she could hear so well now, and she didn't want to.

The door to her room opened, but she kept her eyes shut, breathing deeply and remembering when she couldn't. "Penny?" Someone asked, so she let them open and found herself looking up at Dr. Helen Cho. The Doctor Helen Cho.

"You…". Penny started, eyes widening, and the woman's brow furrowed in concern. "You're…you're Doctor Helen Cho!" She gasped.

"Yes…".

"You…you totally revolutionized the field of medicine with your cellular regeneration technology."

The woman's face went from concerned to bemused and she laughed a little. "Well…thank you. I wasn't aware that I had fans."

"I wrote a paper on you…what you've done is incredible!"

"Are you interested in going into medicine?"

"Oh …um…I was thinking Bioengineering but…maybe." Penny shrugged, a little self-conscious.

"Well, if you ever want to take a closer look at my research, I'd be glad to sit down with you." Penny felt her jaw literally drop, and the Doctor chuckled. "For now, though, let's talk about what happened to you. What do you remember?"

Penny dropped her eyes then, cheeks flushing. "I…I messed up." She whispered, wondering where Mr. Stark was now…if he'd ever speak to her again. "The ferry…I didn't know he'd called the FBI but…but the FBI couldn't take him. He had alien weapons and that wingsuit and…and that gun…laser thing …it split the ferry apart! I…I had to hold it together and then…then Mr. Stark…"

"You did manage to hold the ferry together for almost a full minute before Tony got there according to your suit. We watched the footage from your suit…I've never encountered anyone with strength like that, except maybe the Hulk. But you dislocated your left shoulder, tore a muscle in your right arm, and fractured one of your ribs."

"Was that why I couldn't breathe?" She asked, bringing a hand to her chest at the phantom memory.

"No. Based on your suit's readings and Tony's description, I believe you were having a panic attack.

Immediately, Penny felt her cheeks flushed, embarrassed for reasons she didn't quite understand. She'd cried in front of Mr. Stark…had had a complete breakdown and…and he'd had to take her to the Medbay. Because she was a stupid kid that couldn't do anything right.

Penny felt her eyes heat up again, and she dropped her head, trying to stifle the sniffles. Immediately, Dr. Cho moved to her side and placed a gentle hand on her good shoulder. "I…I didn't mean to." She whispered.

"I know. Everyone knows what happened with the ferry was an accident."

"But…but he was so mad and he hates me now and…"

"Tony does not hate you." Dr. Cho corrected gently, squeezing her shoulder. "He was very worried about you. He was afraid, and he was probably upset at the moment, but he's been waiting for hours for you to wake up."

"Hours?" Penny gasped, starting to sit up. "May…"

"Tony called her and told her that he brought you here for the internship. Don't worry." She sighed in relief, slumping back against the bed and closing her eyes. "How does your arm feel?"

"Not bad."

"Good. We have you on some pain medicine, and it might make you drowsy, so no driving." She told her wryly, and Penny cracked a smile. "No swinging either. Not until you're cleared by me."

"Is…is Mr. Stark going to…". She lowered her eyes, not wanting to say it.

"Come in here and yell at you?" She asked with another smile. "No. He wants to make sure you're okay. And he might want to talk to you. But no yelling, and very minimal scolding. I warned him."

"I can just go…". Penny whispered, but Dr. Cho shook her head.

"He's not angry with you, Penny. I promise. He was…he was ready scared. And he felt awful."

She frowned at that. "What? Why? Why would he feel bad?"

"Because he was shouting at you when you had a panic attack…he blames himself for it. And although I have to agree that he shouldn't have been yelling at you, I think it was a combination of everything that happened that caused it…the fight with the man who had the alien weapons and the ferry being pulled apart and then a stressful talk with someone you look up to …all of those things combined caused the panic attack. Your heart rate was already elevated before Tony arrived to speak with you."

Penny nodded, eyes still downcast, and Helen sighed a little.

"I'm going to leave it up to you, though. If you don't want to speak with him right now, I'll tell him you need to keep resting. I don't want you upset."

Penny considered it for a moment. Thought about telling Dr. Cho that she didn't want to talk to Mr. Stark. Then imagined sneaking out and changing her name and joining a circus so she never had to face him again. Instead, she nodded. "Yeah, I…if he wants to talk to me…". She shrugged, and Dr. Cho smiled a little.

"Okay. I'll let him know. If you want him to leave, just push the button." She pointed to a little remote that sat at Penny's side on her bed. "I'll come in and tell him you need to rest. Which you do, by the way. Your shoulder is still healing, but it should be well enough to take out of the sling by the time you leave this evening."

"What time is it?" Penny wondered.

"Almost six. Hopefully your arm will be better in a couple of hours."

With that, the doctor was gone, and Penny heard her voice in a nearby room. "She's awake if you want to talk to her." She told someone, her voice soft. "But Tony…"

"I know, I know." Mr. Stark assured her, sounding tired.

"I mean it, Tony. I don't want her to be stressed or upset. She just woke up and she's not feeling very well."

"I wasn't going to yell at her."

"I didn't think you were. But you can be…emotional."

She thought she heard Miss Potts snort, and then his footsteps were approaching. Once more, Penny thought about that whole sneaking out plan, but there were no windows and there was an IV in her arm that she was too afraid to pull out, so she just stared at her hands and waited. The footsteps got closer and closer and she felt her heart speed up a little. But she didn't want to freak out. Not again…not in front of Mr. Stark. So she tried to breathe slowly, taking deep, careful breaths until her door opened and her stomach dropped. He was here.

He was quiet for a moment, and she watched through her eyelashes and the hair that had fallen in her face just a little as his feet brought him closer until he was standing at her side. She remained perfectly still as if doing so would make it impossible for him to see her.

"I can go." He told her finally, voice soft and a little sad, but genuine. Serious. "If…if you're not up for talking, you can just rest for a little while."

"I'm fine." She told him quietly in a voice that threatened to break."

"Okay…". Mr. Stark hesitated, then sat in a chair at her side. "I already talked to your aunt. She thinks you're working on an internship project and doesn't expect you back for another few hours. We can push it back further if your shoulder is still bothering you." Penny nodded, not sure what to say, so she went with a muttered 'thanks.' "Penny…". He started, and she glanced up at him for the first time, meeting his eyes. "I…I'm sorry."

Her eyes widened a little. She certainly hadn't expected that. "It wasn't your…"

He shook his head before she could finish, holding up a hand, and she shut her mouth with an audible 'click' of her teeth that made him flinch. He dropped the hand, clenching it into a fist in his lap. "It…it was. My fault. I…I should have…shit." He shook his head at himself, a mirthless smile turning his lips. "I should have done better."

Those words sounded so familiar…so like the ones she kept telling herself.

"I gave you that suit and I asked for your help and then…then I didn't…I didn't talk to you. I listened. I really did. About the weapons. I called the FBI but I should have told you that. I should have known that you would still be worried about alien weapons in your neighborhood. And then…with the ferry."

"I'm sorry." She cut in, lowering her eyes and hoping it could be enough. "I'm so sorry. I didn't mean to…"

He reached out, movements hesitant and awkward until he finally dropped a hand on her good arm. "I know. I know you didn't mean to. And it wasn't your fault. The FBI couldn't have taken that guy alone. Not with his weapons. And I…I just showed up and found you being torn apart by a ferry and I…I freaked out. Okay? I…I just…I was scared. Because if I was the reason a fourteen-year-old girl died, then…I don't know how I could live with that."

Penny didn't mean to say the words…didn't mean for them to slip out. But they did. "I'm fifteen."

He stared at her, eyes widening a little, but then his lips quirked into a little smile. "Right. Sorry. A fifteen-year-old, then. August 10th, right?" Penny nodded, and his smile dropped. "I thought you were going to die."

"I did too." She admitted, her voice small and afraid, and he seemed to pale a little.

"I'm sorry. I'm sorry you were in that situation and I'm sorry you were alone."

"I should have listened to you."

"Yeah, well…you're going to be okay. And…I can't blame you for not listening when I didn't really talk to you." Penny felt a tiny grain of hope in her chest. "Everyone is going to be okay. Except for that Vulture guy. We'll have to take care of him."

"We?" Penny asked, the word escaping in a tiny, hopeful voice, and he smiled, face warm.

"Yeah, kid. We. How about we try and make this a real mentorship."

"Really?"

"Yeah." He patted his hands on his knees, then stood. "How about I get someone to bring us dinner and we try and get this guy, huh?"

Penny gave a hesitant nod. "Yeah?"

He grinned. "Yeah."

 **Thank you for reading!**


	26. Chapter 26

**Prompt: Penny gets a job at a coffee shop when she and May need money**

"You got a what?"

Penny sighed at Mr. Stark's tone, tightening the tiny screw on her webshooter bracelet prototype and trying to focus while also keeping up that conversation. "A job, Mr. Stark."

"Why the hell would you do something like that?"

She rolled her eyes, swearing under her breath when the screwdriver slipped off the screw and she dropped the prototype back onto the counter. They'd been working for three hours and her vision was starting to go blurry. Bringing a hand up to her face, she pressed her fingers into her eyes. A gentle hand took the screwdriver away then, and she opened her eyes for just long enough to watch Mr. Stark finish assembling the prototype with defy fingers.

"Why'd you get a job?" He asked again, softer this time.

"Why do people usually get jobs?" She snapped a little, face coloring. It wasn't like she'd wanted a job…not really. She already had her patrols as Spidergirl and her internship at Stark Industries…which she was going to have to cut back on. Not the official internship. Just the extra lab days after school. And she would miss them more than anything…but she had also seen the bills on the table and the lack of groceries in their house. May's hours had been cut, and Penny had needed another new backpack…the least she could do was bring in some extra money now that she was legally allowed to.

"If you guys need…"

"We're fine." She assured him, trying to lose the attitude. "I just wanted to help out a little."

Mr. Stark hesitated, then nodded. "Alright. Sounds good. Hell, you're better than I was. I never even offered to get a job."

"Didn't you go to MIT at, like…five?"

"Something like that." He grinned when she did. "Where's the job?"

"Uh…coffee shop in Queens. It's pretty close to home so May won't worry about me walking. Not that she should worry at all because I'm really strong and an actual superhero but whatever." She rolled her eyes and he snorted. "It pays a whole ten dollars an hour." His eyebrows flew up and she snorted. "Plus everybody splits the tips."

"Wow….that's …something."

Penny laughed. "It's only a few hours on the weekends, plus Mondays and Wednesdays after school. I told them no Fridays because of my Internship."

"Is that going to be enough time for patrols and school?"

"Sure. I can do school work on my break, patrol right after my shift, then finish my homework at home." She shrugged.

"Alright, kid. Well, I'll miss seeing you around the lab. You know, this internship could be a paid thing. I know the CEO of this company, and you didn't hear it from me, but favorite interns make a lot more than ten dollars an hour. Hell, they might even make thirteen."

Penny rolled her eyes. "Let's eat." She suggested, standing from the stool where she'd been working. "I'm starving."

He chuckled, following her to the elevator. "We also offer free catered meals. I'll bet random Queens coffee shops don't offer that."

"No, but I get a fifteen percent discount on baked goods and free coffee. You don't give me free coffee."

"Yeah, and after the incident with the web fluid I never will again."

Penny started at the coffee shop the next day, and after three days of training, she pretty much had the hang of it. Take orders at the register, take money, get bakery items, and occasionally, help make drinks. There were recipes for most of them posted on the wall, and most people just wanted coffee, so it wasn't too hard. She worked the register most of the time, so the majority of her job consisted of taking people's orders. Boring but not difficult.

Most of her customers consisted of book clubs or bible study groups that met in the coffee shop, along with the twenty-somethings that came in with their laptop bags, ordered coffees, and typed away for a few hours. Penny felt like she was doing pretty well, and on Wednesday, as she was kneeling and restocking bags, she heard footsteps. Quickly straightening, she gave her best customer service smile, then froze when she found herself face to face with Mr. Stark.

Around the coffee shop, several people had glanced up from their laptops and were openly staring at him. "Can I help you?" She asked, eyebrow lifted, and he grinned.

"Hi, yeah…first time here. Usually, I'm more of a 'brew-it-yourself' kind of guy but I heard about this coffee shop from my intern so…I thought I'd try it out."

"She sounds pretty smart."

"Yeah, she's alright." He shrugged, eyes twinkling with mirth. "So, what's good?"

"How about a pumpkin spice latte? Extra whip."

He snorted. "One large black coffee, please."

She rung him up, he inserted his black credit card, and she handed him his receipt. As she was walking over to the coffee, she thought she saw him put a bill into the tip jar, but since they all shared tips, she couldn't exactly tell him to cut it out. Pouring him a large coffee, she placed a lid on it, then wrote 'Mr. Stark' on the cup in sharpie before handing it over. "Have a nice day." She told him wryly.

Mr. Stark gave her a cheery smile, then headed over to a corner booth, pulled out his tablet, and began to work. Penny found herself staring at him for a moment, mouth open, but she just shook her head. If Mr. Stark wanted to work from a coffee shop that day, she couldn't exactly stop him. Besides, she didn't think her boss would want her to try.

Penny had almost forgotten about Mr. Stark being there by the end of her shift. They'd gotten a rush and she'd been so busy that she hadn't even glanced over at him for a while. But as she was untying her apron and clocking out, she looked over at his table and found it was empty. Just a little stung that he hadn't even said goodbye. Still, it wasn't like it had been a social call. So she grabbed her purse and hurried out the door, jumping when she saw him leaning against his car, scrolling through his phone. "Oh…Mr. Stark?"

"Hey, kiddo." He grinned, looking up at her. "Want a ride?"

"Um…I live six blocks away."

"It's dark."

"There are street lights." He just lifted an eyebrow and she let herself grin. "Thanks, Mr. Stark. You really don't have to do this." He waved a hand, then opened the passenger door for her.

They didn't talk about it at her internship on Friday, but on Saturday morning when she showed up to work at 7, it wasn't twenty minutes before a familiar man in a ballcap showed up, a tablet held under his arm.

Penny pressed her lips together, trying not to smile. "So you liked the coffee?"

"Hit me again, kiddo."

She snorted, ringing him up and heading over to the coffee urn to dispense his large black coffee. As she was writing his name on the cup, as they'd been instructed to do for every customer, he spoke. "You know, I've actually been recruiting for my internship program, and you look like the kind of kid whose pretty good at science. I can match your hours here….and your salary. Plus there are definitely scholarship opportunities."

Penny handed him his coffee with a smile, unable to help but notice that the other girl working with her was staring at him. "Really? I was looking into internships and I think Oscorp's might be better."

His jaw dropped, and he pointed a finger. "Brat."

"Enjoy your coffee, Mr. Stark."

He stayed until the end of her shift at noon, and took her out to eat before dropping her off at home. Any doubts about his visits being a one-off were dispelled when he showed up the next morning as well, asking for his black coffee.

"You know it's seven am?"

"I am aware." He told her with a nod as he inserted his debit card.

She wanted to tell him that he didn't have to do this. But…but she liked having him there. It was nice to look up every once in a while and see Mr. Stark working at his usual table, and soon enough, all of the regulars got used to the fact that their favorite coffee shop was also Tony Stark's favorite coffee shop. A month passed, and then two. May appreciated the extra help, although she made Penny keep half of her paycheck to spend or save however she wanted. Penny used it to buy groceries that she would eat, and some clothes for herself so that May didn't have to.

Mr. Stark still offered her the internship every time he saw her, listing more and more reasons that she should take it. "The salary really is better. It comes with scholarships. You'll get to work with the amazing Tony Stark in his personal lab." All of her coworkers were, by this point, used to seeing him, and would say hello. And it wasn't long before Penny noticed that he paychecks were higher than they should be…because of his $50 tips every single time she worked a shift.

She wanted to tell him that he didn't have to do that…but all of her coworkers seemed to appreciate it.

It had been almost six months since she started working at the coffee shop. A Saturday morning at almost 9 am. The morning rush had somewhat passed, and Penny knew it would start again soon, so she was restocking the cups and joking around with Marco, the guy she usually worked with on Saturdays since he'd started a few weeks ago. He was just telling her something that his boyfriend had said about the president and making her laugh when the bell over the door chimed and her senses gave a quiet buzz. He hurried back to his station, ready to make anything fancy if they wanted it, when her heart dropped. The customer was a man with a hood drawn up over his face. The woman with him wore a cap pulled low over her eyes, and they headed straight for Penny, both with their hands in their hoodie pockets.

The man stood right in front of her and pulled the gun out of his hoodie pocket, pointing it right at her. Leaning in, he glared up at her. "Open the drawer or my girl starts shooting people." He growled. She felt frozen. This wasn't like her patrols. Karen wasn't in her ear, and she wasn't in her suit. She couldn't reveal her identity. Still, she couldn't make her hands move. "I said, open the drawer and give me the money now!" He screamed the last part and Penny fumbled for it…but she had to key something in to open the register and she couldn't remember what that was and suddenly the woman had a gun and she was pointing it at everyone in the room.

"Everybody on the floor!" She screamed, and there was chaos and screaming and sobbing and Penny didn't know how to open the drawer.

And then she heard Mr. Stark's voice. "Yeah, I don't think so." The sound of a repulsor blast filled the air and the woman was on the ground, her clothes smoldering, the gun sliding across the floor. "Didn't anyone tell you this was Iron Man's favorite coffee shop."

And that was all Penny needed to hear. His voice brought it all back into focus, and she remembered exactly who she was. She grabbed the gun and the man's wrist, forcing the barrel upward. It discharged, a bullet lodging in the ceiling and raining down plaster on their heads, but she was too busy breaking his wrist to care. He howled, and she brought back a fist, slamming it into his nose and watching him drop. Marco watched from behind the coffee machine, and Mr. Stark hurried over, placing a foot on the guy's chest and aiming his watch gauntlet at his face.

"How about you chill out down there for a while? I'm sure the police would be happy to deal with you." Just then, there were sirens, and Penny glanced around, wondering who had called the police. Marco grinned a little shaky, holding up his cellphone which was on the line with 911. Mr. Stark nodded at him. "Good job, kid. You know, there's a coffee shop in my tower…at least, there will be by the end of the month. Want a job."

"Um…uh…yes, sir…thank you, sir…" Mr. Stark gave him a tired grin, then turned to Penny.

"You alright?"

"Yeah." She told him, trying to ignore her shaking hands. "Um…Mr. Stark?"

"What?" He asked, dread in his voice all of a sudden, and she knew he thought that she was hiding some kind of injury, but other than the ringing in her ears, she was okay.

"You remember that internship job you offered me?"

His face relaxed then. "Yeah?"

"Is that offer still on the table."

Mr. Stark removed his foot from the guy's chest as the police stormed in, stepping around to the back of the counter and wrapping his arms around her without a moment's hesitation. Immediately, she felt safe, like nothing could ever touch her. "Of course it is. You can start on Monday."

 **Thank you so much for reading!**


	27. Chapter 27

**Prompt: Tony playing with baby Penny**

Tony raced around the living room, grabbing the glass vase from the glass coffee table and placing it on the high shelf, then, changing his mind, he races back into the room and grabs the glass table, picking it up as best he can and waddling his way into his seldom-used office, places it in the middle of the room where he's sure to bang his shin on it later, then shuts the door firmly behind him.

After going back to the living room, he looked around once more. Were the books too big on the bookshelf? He wondered if he should move them. He had a blanket laid out on the floor, a pile of board books, a stuffed bunny, and a set of wooden blocks all resting on top. The kitchen was filled with kid-friendly snacks and juice, and the nursery was fully set up and stocked and ready for nap time later.

He gave the room one more look. "Jar, am I missing anything?"

"No, sir. You have effectively baby-proofed your living room." Hs AI told him dryly.

"Okay…okay. Good." He said, still not feeling ready.

It's his first solo day with his daughter…not that he hadn't spent time with her in the last week or so since he's found out about her…it turned out Obidiah had kept more than just his company's under-the-table weapons dealing from him. Tony had finally gotten around to going through all his old stuff and had discovered the file…Mary Fitzpatrick. Wondering who that could be, and why her file would be in Obidiah's stuff, he had opened it, only to see the ultrasound. The positive paternity test. And then, finally, the picture.

Penelope Antoinette Parker. Her last name was given by Mary's new husband, Richard Parker. Tony, who now spent his spare hours working on world peace and fighting crime, had been forced to sit down hard in his chair, staring at the photo. Penelope Parker. Penelope Antoinette Parker. Antoinette? Named after him? His daughter? He had a daughter. And as soon as he'd been able, he'd jumped up, not bothering to change as he'd raced to the closest car, not thinking about what he was doing until he was parked in Mary Fitzpatrick…no Mary Parker's driveway. What…what was he doing?

He had a daughter.

He had jumped out of his car, folder in hand, and had headed up the sidewalk to their front door, hesitating before knocking. He had to know…had to speak to her. He thought he could vaguely remember her. Mary Fitzpatrick. Geneticist. Brilliant. Beautiful. The mother of his kid.

The woman that answered the door was vaguely familiar, and as soon as she opened the door, her jaw dropped. Head shaking, she had put up a hand. "I didn't try to contact you. I didn't…"

"Woah, Woah…" He had held up his own hands. "I'm sorry to just show up, but I swear, I just want to talk. Please."

"You…you want to talk? After…after three years?"

"Please. I didn't know. I swear. Not until today."

The woman had pushed a strand of hair behind her ear, eyes narrowing as she'd taken him in. Then her eyes had strayed to the folder, and softened. "Alright, Iron Man. Come in." She'd invited with a wry smile, holding her door open for him to pass.

"My friends just call me Tony." She has given him another somewhat shaky smile, gesturing to the sofa and offering him a beverage that he'd declined.

"I didn't touch the money." She had told him then, unprompted, as she had taken a seat in the chair across from him. "I swear, I didn't touch it."

He had shaken his head. "I swear, Mary, I didn't know anything about this. The man that you talked to…he didn't tell me. I never knew. If I had…I…well, I was kind of a drunk ass so who knows what I would have done. But now…"

"Now you're a superhero."

He had snorted a little. "Now, I…I want to meet her. My daughter. I…I'm not asking for custody rights or anything, I swear. But…if it's okay…"

Mary had given him a warm smile then. "Well, her nap is almost over anyway." She had told him, standing. "I'll be right back."

His hands had been sweating, his whole body vibrating with nerves. A daughter. He had a daughter. And he had been about to meet her…and then, just a few minutes later, Mary had carried her into the room.

The girl had been tiny…smaller than Tony had been expecting. She'd had brown hair cut short with huge brown eyes that had stared at Tony from her mother's arms. She'd been wearing a pair of green overalls with a red shirt, tiny bare feet dangling under Mary's arm. And Tony had felt the entire universe shift.

"Penny, this is Mommy's friend, Tony. Can you say hi?" The toddler has lifted a hesitant hand, bending and unbending her fingers.

"Hi." She'd murmured, then had rested her head on her mom's shoulder.

Tony hadn't been aware of his own tears at first. Hadn't been aware of the one running down his cheek until Penelope…Penny had wriggled a bit in her mom's grip, reaching out to him like she'd wanted him to pick her up. Silently, Mary had placed her on the sofa, and the girl had crawled into his lap, stunning him into immobility.

Then she'd reached up, touching his cheek and patting him clumsily. "Sad?" She'd asked. And he'd put gentle, hesitant arms around her, marveling at how easily she'd fit into them.

"No…no, honey, I'm not sad."

Mary's husband had arrived home not too long after Tony, and, after his initial surprise, he'd been just as warm as Mary, and the two had agreed to let Tony keep Penny for the day the following Saturday. "You're her father, Tony. I want her to know her real father. I think we can work out a custody agreement."

Now Tony stood in his baby proofed living room, surrounded by the new books and toys and hoping that he could do this. Doubting that he could do this. Jarvis informed him that Mary and Penny were on their way up, and he felt like his heart was going to gallop right out of his chest.

What if she got hurt? Or what if he hurt her! What if she didn't want to stay with him? What if she started crying and he didn't know what to do? What if…

The private elevator opened and Mary stepped inside, her own smile a little hesitant as she took in his living room. In her arms, resting her head on Mary's shoulder, was Penny. Today she wore a pair of shorts and an Iron Man shirt, tiny blue shoes swinging a little.

"Hi." Mary shifted the girl a little. On her other shoulder was a large bag. "I brought her a change of clothes and her favorite blanket…um…she takes a nap after lunch." He nodded. Jarvis was taking notes, he was sure, and he had a physical copy of her schedule on the fridge…it was laminated. He had three extra copies in a drawer, and a digital file too. "Are…are you sure? Because I can stay."

"No, that's…I mean…if you're sure…"

She smiled then, giving a nervous laugh. "I was the same way when I dropped her off at daycare for the first time. She was crying for me and I…for a minute, I thought I couldn't do it. But then…then I put her down and they distracted her with a book and she was fine." He smiled too, taking a deep breath and approaching, holding out a hand to Penny.

"Hey, kiddo. How's it going?"

"Hi, other Daddy."

He went still, eyes huge, and he looked over at Mary who looked a little sheepish. "I tried to explain…but all she really seemed to get was that she has two daddies so…" She shrugged and Tony gave a chuckle.

"Right…" He murmured, and then Penny was holding out her arms to him and he was holding her in his arms like he'd been doing it his whole life. She leaned against him, huge brown eyes watching him. "So…where are you guys headed?"

"Richard and I have reservations for dinner. In the meantime, I'm going to take my first nap in three years."

He chuckled. "Alright. Have fun."

"Thank you for watching her…really. You have my number if you need anything?"

He did. He had her number and Richard's and Helen's and the hospital ang 911 and Jarvis had been programmed to watch after Penny every second that she was in the building…that if anything happened that she was now the number one priority.

Mary left them after kissing Penny goodbye, and Tony was ready for her to cry. Ready for her to lose it and beg for her mommy, but the girl just stared at her, eyes huge and brown just like his…she looked like him. He carried her over to the couch, taking a seat and holding her in his arms. It felt…right. Like nothing had ever felt so right before.

The girl was content for a moment, but then she was squirming to get down, and he realized that she'd spotted the blocks. "You want to play?" He asked. She nodded, walking a little unsteadily over to the blocks and the blanket and plopping down, legs outstretched, as she began to build. And for a moment, all he could do was watch her. His daughter. His little girl. "Jar…are you recording this?"

"Yes, sir."

"Good."

He sat down beside her and built with her. She stacked the blocks with a single-minded focus, and when he decided to help, accidentally knocking part of her tower down, he was surprised when she giggled, knocking the rest of it down and flapping her arms in excitement. He had to chuckle…had to. Physically…there was a joy in him that had never been there and it had to come out. "Penny?" He asked after they had played with the blocks for a while. "Do you know who I am?"

"Other Daddy."

And then she was exploring, quickly finding the stuffed rabbit and squeezing it in a tight hug. "That's right." He murmured. "I'm your other Daddy." She sat down beside the books then, opening one and looking at it. He'd managed to find a handful of baby books about science, and a few more that seemed educational enough. At the moment, she was looking at one about colors.

"Blue!" She cried suddenly, pointing to the page, and he crawled over, sitting beside her with his back against the sofa.

"That's right, Pen. Blue." The nickname escaped without him really noticing. "What about this one?"

And, clutching her new stuffed rabbit, the one that she would take home and bring back a dozen times before she was six…the one that would move with her to the tower when her parents' plane went down… the one that Tony would clutch to his chest in her locked bedroom at the lakehouse as he desperately tried to figure out time travel, she named the color of the fire truck.

"Red!"


	28. Chapter 28

**No one asked for this, but I've wanted to write it for so long. And I kind of hate how it turned out, but I've been working on it for days so I give up.**

It hadn't been so much a conscious decision as an impulse. And yeah, technically she would be considered a stowaway, but...but Penny had to do it. Had to go with him. Because something bad was happening. She didn't need her enhanced senses to tell her that. Something bad was happening and Mr. Stark...well...he was going to need her help. Not that he would ask...and not that it was Penny's place to offer. She'd had a total of three real conversations with the man...but she still had to go. She had to help. It's what she did.

Penny crouched in the back of the jet, staying absolutely still and quiet as they landed. She couldn't let him catch her...couldn't let him stop her from being backup. From what she'd heard so far, he was going to find Captain America and the Winter Soldier. Who they'd just fought at an airport. Penny shook her head. Her life was really weird. Still...she was going to help him. But not unless he needed it. If he didn't, she would just...stay hidden. Keep quiet. Hope he didn't notice the fact that he had a teen stowaway.

She waited, crouched in the back, holding tight to the wall, as Mr. Stark got out of the jet. Her senses were quiet, so he hadn't noticed her. Then again, he had seemed pretty focused. Single-minded. As much as she looked up to Mr. Stark, she didn't think he was going to confide in someone like her. He was Tony Stark. She was...nobody, really. Just some kid from Queens. And she knew why he wanted her. Her powers. She was strong...maybe strong enough to subdue Captain America. Spidergirl could be an asset. But Penny Parker? She was nobody.

When he was finally gone, she took a hesitant step forward, then stood up, stretching a little. Her back ached and she'd been so still for so long that it felt like her legs were asleep. Still, she moved to the door of the jet, looking around the corner before hopping down. It was quiet, but she could hear voices in the distance. Familiar voices. Steve Rogers and Bucky Barnes. And Mr. Stark. She crept forward...it didn't sound like they were fighting, but she grabbed the wall, climbing up to the ceiling and continuing to creep forward.

She was backup. So she'd wait until she was needed. If this all went well, maybe she'd be able to sneak back on board without anyone being any the wiser. She could hide until they got back to Germany and slip back into her hotel room. The chances that Happy hadn't noticed she was gone...well...okay, so they were slim to none. And the last thing she wanted to do was jeopardize her place with Mr. Stark.

But she couldn't let him walk in there alone. She just couldn't. So she continued to creep forward, the new suit allowing her to move silently down the dark corridor. They were still talking...as long as they were still talking...and so was someone else. It sounded like a voice on a microphone.

"I know that road." Mr. Stark said quietly, and she peered around the corner, sticking firmly to the ceiling, her entire body pressed there. "What is this?" He called, voice raised, but sounding more confused than anything.

And then the movie was playing. It looked like old video footage from a surveillance camera...a car slamming something...and then a man walking onto the scene. Bucky Barnes, she realized. The Winter Soldier. When she got a closer look at the screen, her stomach dropped, eyes going wide.

His parents. Those were Mr. Stark's parents.

When it was over, Tony took a step toward the Winter Soldier, but Captain Rogers grabbed his arm. "Tony...Tony…"

Mr. Stark gave him a long look. And then he pulled back a fist, slamming it into Steve Rogers's face. Bucky Barnes took aim, but Mr. Stark shot him with a repulsor...and then they were all in action. Penny huddled in her spot, watching as they fought...watching as Mr. Stark dragged Bucky Barnes to the ground and aimed his repulsor, but before he could shoot, the shield came flying and slammed into his head. Penny moved forward then, not sure what to do. She was sure that Mr. Stark could take them...that he could beat them. He was Iron Man! So she stayed out of sight and watched with a sinking heart as her heroes went after one another.

"It wasn't him, Tony!" Steve Rogers finally spoke as the building seemed to be falling apart around them. Penny had no idea what was happening...why the building seemed to be collapsing, but she dodged the falling debris as best she could and kept an eye on Mr. Stark. If he needed help, she would step in. "Hydra had control of his mind!"

"Move!" Iron Man snapped, lifting off the ground. But Steve jumped, grabbing the leg of the suit and beating his shield against the repulsor.

"It wasn't him!"

They disappeared from view for just a minute then, Mr. Stark stumbling forward when his repulsor quit, and then he was chasing Bucky Barnes again. She lost them for a moment and shot a web, moving as quietly as she could and sticking to the wall. They were in a...a silo? She couldn't tell. But the top was coming off and letting cold air in and she was just watching...because the moment she stepped in, Mr. Stark would know that she'd followed him. And she couldn't let him know. Not unless he needed help. Really needed it. Surely they wouldn't actually kill each other, right?

There was the sound of an explosion, and Penny heard them all fall. She shot another web, sticking herself to the ceiling around the corner and watching as the three faced each other in a large, open space. Outside, she could see the mountains and the snow...they were in Russia. She'd never even left the state of New York before, and now she'd been to both German and Russia in one week!

"This isn't going to change what happened." They were all exhausted, she could tell. Steve Rogers was trying to protect Bucky Barnes...but he'd killed Mr. Stark's parents! Whether or not he'd meant to, whether or not he'd been brainwashed...he'd still killed them! And Mr. Stark had just watched him do it! Penny's thoughts flashed to her own parents and she flinched, shaking her head. Now wasn't the time to think about that. Not when she needed to make sure Mr. Stark was okay.

When Mr. Stark spoke, his voice was flat...almost dead. "I don't care. He killed my mom."

They were fighting again, Mr. Stark managing to hold the other two off for a moment, and Penny waited desperately for them to stop. She wanted to scream...wanted to jump down and beg them to stop! But she felt frozen as two of her childhood heroes (and the Winter Soldier) beat the shit out of one another. Mr. Stark went down on one knee when the shield bashed into him, but he was giving as good as he got, shooting a repulsor at Rogers and punching Barnes in the face, knocking them both back.

And then Bucky Barnes had him against the wall, grabbing for the arc reactor that powered his suit. A blast shot from it, and when Barnes stood back up, his arm was gone. The metal one...it was smoldering at his shoulder, and the man stared at it for a long minute. Rogers jumped up once more, shield up, and Mr. Stark shot his repulsor at it...for what felt like too long, they stood there, the bright light from Mr. Stark's repulsor bouncing off of Captain Roger's shield.

Steve Rogers knocked him back. Again and again, he pulled the shield back and bashed it against the Iron Man suit...and Mr. Stark wasn't fighting back!

"Analyze his fight pattern." Mr. Stark ordered his AI, and Penny's stomach knotted itself up. This wasn't like the airport. This wasn't fighting to restrain someone. They were beyond talking, and she wasn't really a superhero...she was a little girl from Queens who'd been bitten by a spider and lucked herself into superpowers.

Mr. Stark caught the shield then, gripping it in a metal encased hand. "Let's kick his ass." He was holding his own again...but were they fighting to kill? Would Mr. Stark really kill Captain America? When he threw the man into the concrete supports, Penny held her breath. "Stay down. Final warning." Mr. Stark ordered.

He didn't stay down. He was back on his feet, fists up, and Penny shook her head, biting down on her lip. Stay down, she begged him silently. Please...please stop fighting. Please...the world needs you guys and...and I'm scared.

Steve moved so quickly she almost didn't notice. One moment, Iron Man was kicking Barnes away from where he'd grabbed the back of the suit. The next, Steve Rogers had picked Mr. Stark up and thrown him onto the ground...he pulled back and pummeled his fists into the suit over and over, and Penny heard every clang and every grunt forced out of Mr. Stark's mouth and this wasn't supposed to happen this wasn't supposed to be how it all ended and...and he lifted the shield then, slamming it down on her menor...the shield that Mr. Stark's dad had made him...the shield that he had used to fight nazis and war criminals and aliens and bad guys...he was slamming it down on Mr. Stark over and over and he wasn't getting up!

The helmet was knocked away, revealing Mr. Stark's face, and Spidergirl couldn't wait anymore. Couldn't sit on the sidelines and pray that they would come to their senses. Mr. Stark brought up his hands, protecting his face, and Steve Rogers lifted the shield, aiming for his arc reactor.

She didn't know if she could hold him back for long. She didn't know if her webs would hold against his full strength. She was strong but so was he, and he and Bucky Barnes were both enhanced. But she knew that she could protect Mr. Stark.

Penny launched herself forward, slipping between the shield and Mr. Stark's arm reactor. He needed it. It was right over his heart and he had a heart condition and the arc reactor powered his suit...and the shield came down.

"Kid!"

She couldn't help the scream...couldn't stop it as she curled up on her side over him, and the shield came down on her side and she could feel something being crushed...could feel her ribs break. Steve Rogers jerked back and she took the only chance she knew she was going to get, bringing a hand up and punching him in the side of the head, knocking him off of Mr. Stark. Lifting her wrist, she shot a web, not letting go of the trigger until he was stuck firmly to the floor a few feet away.

Bucky moved toward her, eyes narrow as he prepared to attack, and she leapt up, landing lightly on her feet and ignoring the sharp pain that went up her side.

"Kid, what the hell!"

She ignored Mr. Stark too, ducking under a fist that swung at her face and shooting a web at his hand. He only had one arm, so it was a little easier to dodge and duck under his flesh and blood hand. He caught the web, pulling back hard and forcing her forward a few steps. She ducked another punch, bringing up her foot to kick him in the side, but he grabbed her ankle and forced her leg up, twisted her around and throwing her to the ground. Penny hit the concrete hard, but she jumped back up...and then a repulsor blast shot right past her and threw Bucky Barnes into the wall.

Penny turned to find Mr. Stark standing a few feet away, hand up, but his eyes were on her, not Bucky Barnes. "What the hell?" He asked again.

"I…" She started, glancing over at Steve Rogers who was staring at them from the floor where she'd stuck him. Her ribs were killing her and her chest hurt and she knew that she needed to eat something and lay down and wait for them to heal but she needed to stay upright. Needed to explain the feeling she'd had.

"What are you doing here?"

"I'm back up." She tried, giving a weak smile under her mask.

"No, you're a stowaway." He half-snapped, pointing his finger at her. "What the hell were you thinking?" Penny opened her mouth to respond...to try and explain, but her side gave a throb and she gripped her side. "Kid?" He asked, moving forward, hand outstretched, and she thought that at least he didn't look angry anymore as she dropped to her knees, groaning at the pain that only got worse when she hit the concrete. "Shit...hang on, kid...hang on."

"Is...is she…" Steve Rogers started, but shook his head, eyes focusing on Penny so intently that she wondered if he could see through her suit and through her skin to the broken bones she could feel in her side.

"Scan her."

"I didn't mean to…" Captain Rogers started as Mr. Stark knelt at her side.

"It appears that Spidergirl…" Friday started.

"Tony…"

"Shut up!" Mr. Stark snapped, and Penny flinched a little. He wasn't talking to her, though. He was holding her arm, and she could hear his AI talking in his ear.

"It appears that Spidergirl has four broken ribs, one of which is pressing on her lungs. It would be best if she remained still."

"Tony, I swear, I didn't mean to...I didn't know…"

"What the fuck is your problem? What, were you trying to kill me?" Despite his furious words, his hands were gentle as he eased her onto the ground, helping her lie sideways, the pressure off of her side finally. "Lay down, kid. You're alright." He urged, voice tight.

"I...I don't…" Steve Rogers stuttered a little, sounding shell shocked, as if someone had poured cold water over him. Bucky Barnes remained against the wall, watching them with wide eyes. "You were going to…"

Mr. Stark didn't answer him, and Penny couldn't hold back the cough then, her whole body jerking, and she gasped in pain, a hand going to her side once more.

"Is she…" Barnes started, starting to get up, and Penny heard the repulsor charge again.

"Stay down!"

"I didn't know she was going to get in the middle of this!" Steve cried.

Penny coughed again, and she squeezed her eyes shut, gripping her side and trying to gasp for air that didn't come. "Kid!" Mr. Stark cried as she dropped the rest of the way, hands bracing herself against the floor. "Shit! Friday?"

"What's wrong with her?" Steve Rogers asked, struggling to break the webs that held him to the floor.

"You broke her fucking ribs and one of them punctured a lung, that's what's wrong with her!"

"Here…" Bucky Barnes called, hurrying over, but he froze when Mr. Stark pointed his gauntlet at him.

"Stay back!"

Penny dropped her head, Mr. Stark's hand the only things holding her up, and he eased her down to the ground, rolling her over so that he could lay on her back. Mouth open, she struggled for air and felt her head spin.

"Let me help!" Sergeant Barnes cried.

"No…"

Penny wanted him to help. She couldn't believe it, but she'd take whatever help she could get at this point as she gasped for air that refused to fill her lungs. "Mr…" She gasped, wheezing. "Mr. Stark…"

"Hang on kid...just...just hang on." He urged, not looking angry...not anymore. He looked scared. She'd never thought she'd see Mr. Stark look so afraid.

"Stark…"

"If you hurt her…" Mr. Stark started, and Bucky Barnes seemed to take that as all the permission he needed.

"Lift her mask! Now!" He ordered, dropping to his knees and pressing his head to her chest. Penny had never been so close to him...she could see the roots of his hair and the flecks of blood on his temple as Mr. Stark lifted the bottom of her mask slowly, revealing only her mouth and nose. "Do you have medical supplies on the jet?"

"Yeah." Mr. Stark bit out.

"We need to get her to the jet. Now."

Black spots started to connect in her vision, and Penny let her eyes close. "Kid!" Mr. Stark snapped, patting her face. "You've got to stay with us, okay?"

"I'm sorry…" She started, the words coming out breathy and painful.

"Apologies later, kid. Just stay with me." Arms reached out for her, scooping her up and Penny's head dropped back before a hand cradled it and placed it against Mr. Stark's shoulder. "You're alright. We're going to get you some help, okay? The Manchurian Candidate here is going to fix you up. You're okay."

His words started to fade as the spots got darker and darker, and before long, she felt herself drifting. Mr. Stark was putting her down at some point, and then something stabbed her in the side, making her thrash and scream in pain, but two strong arms held her down and there was so much yelling…

"How old is she?"

"Shut up, Steve!" That sounded like Bucky Barnes.

"She's a kid!"

"A kid whose ribs you crushed with your shield!" Mr. Stark snapped.

Penny wanted them to stop wanted it all to stop wanted them to be quiet and wanted someone to hold her hand it hurt!

"I didn't know she was going to jump in the middle…"

"No, you were trying to fucking kill me!"

"Both of you, shut up!" And then it was quiet. Something was pressed over her mouth...and a hand slipped into hers. "If you're going to scream at each other, do it somewhere else."

"You don't get to walk in here…"

"She's, what, thirteen? And she's crying!" Barnes snapped, and the others were quiet once more as Penny realized that yes, she was crying. Silent tears dripped from her tightly shut eyes ad down her cheeks. "She's already freaked out." He spoke a little more quietly now, voice soft and intense. "So if you two want to fight, do it somewhere else."

Penny felt like she must have slept...but when she woke again, air was easier to breathe...it felt like her lungs were working again. She took deep breaths of that precious air and opened her eyes, bringing a weak, uncoordinated hand up to her face where she found an oxygen mask...but no regular mask.

"Kid?" Mr. Stark asked quietly, leaning into her field of vision. She blinked at him, lowering her hand. He sat at her side, hands clasped in his lap. He looked afraid. Seriously afraid. Penny blinked at him again, starting to sit up, but he held up a hand. "Don't...don't get up. You...you're okay. You just have to...stay still, okay?"

Penny took a moment...and then she remembered. She remembered what had happened. What she'd done. "I'm sorry." She whispered, dropping her eyes.

Mr. Stark was quiet for long enough that she looked up at him, stomach clenching in worry when he didn't answer.

"I shouldn't have...I shouldn't have followed you. I'm sorry."

"You could have died." He told her then, voice soft and serious. "What the hell were you thinking?"

"I just...I wanted to help." She whispered.

Mr. Stark stood, and Penny wanted to beg him not to go...not to leave her here alone. But she didn't. He wasn't her father. He wasn't her uncle. He was...he was Iron Man, and she was sure he was busy. "I'm gonna let you get some rest." He muttered, not looking at her, then turning and leaving her there.

Penny wasn't alone for longer than a few minutes before someone else was entering her room. She opened her eyes, stiffening a little in surprise when she saw Bucky Barnes step into her line of vision, his lips turned down into a worried frown. She didn't know what to say...what she could say. He and Captain Rogers had been fighting Mr. Stark. Barnes had killed Mr. Stark's parents. But he'd been brainwashed...Penny felt like she didn't belong here...like she'd gotten herself caught up in something that was none of her business.

But that feeling...she'd had to help! She'd had to do something!

"How you feeling, kid?"

"Fine." She muttered from beneath the oxygen mask, dropping her eyes.

"Yeah?"

Penny nodded. She didn't know what to say to him. Didn't know what she could say. "Where...where are we?" She finally asked.

"Medbay at the tower." Penny looked up at him in surprise and he gave a wry smile. "Stark let me stay as long as I was helping you. We didn't exactly have a real doctor on board and I had some training...from my army days."

"I shouldn't have been there." She whispered, and to her horror, she felt tears starting to fill her eyes. "I...I let him down. And…" Her lip trembled and she bit down on it, turning her face so that Barnes wouldn't see her. She figured he'd leave too. The man didn't strike her as the type to comfort sad kids who'd webbed him to the floor. So she was surprised when a hand touched hers.

"He's not mad at you, kid. And...well, no, you shouldn't have been there. But I think you stopped Steve from doing something he really would have regretted."

"He doesn't want to talk to me."

"Yeah, well, he doesn't want to talk to me either." The man said wryly. She just stared at him and he sighed, softening a little. "Tony was scared shi….scared to death. Hell, he wouldn't leave your side...hasn't left your side for hours. Penny sniffed, feeling her cheeks color, but he just patted her hand. "It's gonna be alright, Spidergirl. Just go back to sleep. With your healing, you should be just fine by the time you wake up. And I'm sure Tony will talk to you then."

She wasn't sure what made her ask...what made her trust Bucky Barnes, but the next words seemed to escape of their own volition. "Do you...do you think he'll take my suit back?"

Bucky Barnes regarded her for a long moment, lips twitching into a half smile. "Doesn't matter. You're a superhero with or without it."

 **Thank you for reading!**


	29. Chapter 29

**Prompt: Penny telling Tony that she is pregnant.**

Penny found out when she woke up in the middle of the night. She stared up at the ceiling and tried to figure it out...what had woken her. Something was...off. Not wrong, exactly. Just off. She rolled over, and beside her, Harry grumbled in his sleep, tugging on the blankets that she'd pulled over herself. They had moved into this house a month ago, right after their honeymoon which Tony had partially funded, despite the fact that her new husband was rich too...maybe not as rich as Tony, but still.

The tabloids had been thrilled. 'Surrogate daughter of Tony Stark and son of Norman Osborn engaged. Will Romeo and Juliet find their happy ever after?' She'd snorted, rolling her eyes and throwing the paper back at Tony who had laughed. Sure, he and Norman didn't get along. At all. Like...ever. But he liked Harry. "Surrogate daughter is kind of pushing it." She had joked, and he'd laughed.

"Watch it before I write you out of my will."

"You wouldn't. Pepper's put too much work into me."

It was true. At 25, she had graduated early from MIT and had secured herself a coveted position at Stark Industries, working directly under Pepper. It was no secret that she was training to take over as CEO, even though she also spent her fair share of time with Tony in his lab...or hers. Her graduation present (or, one of them) had been a shiny new lab. All hers. Harry, Tony, and Penny were the only ones who had access, and they'd worked down there plenty of times.

The house was close enough to the tower that it wasn't a long commute. Not for either of them. While Penny would continue to work for and with Mr. Stark, Harry was going to be taking over his father's company. There were even talks of a merger. With all of that work ahead of her, Penny knew that she needed her sleep...not to mention the patrols she still went on almost daily. So...why wasn't she sleeping?

She closed her eyes, focusing on the heartbeats in the room. Her new husband's...steady and strong and reassuring. Her own, just as steady, but a little faster. But...but that wasn't it.

Penny's eyes shot open and she stared up at the ceiling with a gasp. "Oh." She whispered, a hand shooting over to Harry's, another on her stomach. She hadn't thought...she had never thought that she could...with the spider bite and...and the radiation and...and she'd never thought that she could be...but there was a heartbeat. And it wasn't hers and it wasn't Harry's.

"What?" He asked, grumbling as he tried to wake himself up. "What's wrong? Are you okay?"

"I...yeah." She whispered. "Sorry. Nightmare." And she rolled over, curling up in his arms. She would need to be sure first.

The next day, she arrived at the tower early, hurrying straight to the Medbay. Tony wouldn't be looking for her for an hour, so she had some time. She couldn't tell anyone...not until she was sure. Helen looked up from her clipboard, smiling in greeting. "Hi, Penny. You're here early. What can…"

"I need you to do bloodwork and you can't tell Tony."

Helen blinked at her. "Okay...is...is something wrong?"

"I need to be sure...I think...I think I'm…" She placed a hand over her still-flat stomach and Helen's eyes went huge.

"Pregnant?" She asked. Penny nodded. She was sure that Helen was thinking all the same things she had, but she immediately led Penny over to one of the beds and got started on the bloodwork. It wasn't long before she'd confirmed what Penny already knew. Pregnant. She was pregnant.

"I...Helen I didn't think I could…"

"Me either." Helen agreed, setting the tablet she'd been looking at down. "But...but it's going to be okay. I'm going to keep a close eye on you. You're only 8 weeks...I would wait until the first trimester passes to tell anyone...if...if this is what you want." Penny looked up at her, unsure. "I can't promise that...with your mutation...that this is going to be an easy pregnancy or even a viable one."

Penny had never really given much thought to kids. Really...she and Harry had barely talked about it. But she knew...she wanted this. She was about seventy percent sure. "Yeah...yeah, I want to...try."

Helen nodded. "Alright. Then I want you in here for checkups." She scribbled something on a pad, then headed to a cabinet, pulling out a bottle of what Penny quickly realized here prenatal vitamins. "Start taking these. If you experience any pain or bleeding, call me immediately. And, as I'm sure you know, no more patrolling."

At first, Penny wanted to argue. She wanted to refuse. New York needed her. So...so she would have to give them up for the time. "But...what will I tell Tony?" Helen pursed her lips, thinking for a moment. "I have to tell him something. He'll notice that I'm not patrolling."

"We...we'll come up with something. We'll tell him...that you and Harry want to push the merger. So you'll be working more. And...you can tell him that you have an internship with me….here in the medbay." Penny nodded, lips pressed tightly together.

"Okay...yeah...yeah, I can do that."

She managed to hold it together for the rest of the day, focusing as best she could on her work. Tony didn't seem to notice anything strange...then again, with Morgan turning thirteen and starting high school, he had a lot of his own troubles to think of. Still, they kept up a stream of chatter as they worked...working with the man who had basically become her father was...amazing. She loved it. And she knew that he did too. But how was she going to lie to him for three months?

When she got home, she debated on how she could tell Harry...in the end, she blurted it out over dinner. He picked her up and spun her around and immediately they started working on how they would keep this from Tony and the others...and also how they would eventually tell them. The next people she went to were Bucky and Sam who she found in the kitchen the next day when she headed up for lunch, slipping away from Tony before he could ask her to eat with him. Bucky looked up from where he was eating his sandwich. Sam closed the fridge, nodding hello.

"Hey, kid." Bucky greeted. Penny smiled, taking a seat across from him at the table. He and Sam had been on an Avengers mission all month and had just come back, so she didn't think they'd be going back out anytime soon.

"Hi…"

"What's up?"

"I...I need a favor."

Sam's face turned to concern and he took a seat too. They both looked tired...since they'd lost Steve to the Snap, they'd been working harder than ever to keep the Avengers together and the world safe. And she felt bad about asking them. But she needed help and they were the least likely to spill this kind of secret. "What kind of favor? You okay?" Sam asked, crossing his arms.

Penny looked around, lips pressed together. "Friday, where's Tony?"

"He is in his lab."

"Kid?" Bucky repeated.

"I need...I can't patrol...for a while." She explained. "I was just...I was going to ask if you guys could keep an eye on Queens."

"Why can't you patrol?" Sam wanted to know. Penny sighed, pushing some of her hair out of her face. "What's going on, kid?"

"I...I think I…" She swallowed hard, glancing back at the door again, then leaning forward. "I'm pregnant." She whispered, then flapped her hands and shook her head when they started to say something, their eyes wide in surprise. "Shh! I just found out yesterday and it's still so early and Helen doesn't know if...anyway, she said I can't patrol anymore."

"Of course you can't patrol anymore!" Sam cried.

"Yeah, exactly. But...it's a secret. Please...please don't tell anyone. I'll have to figure out something to tell Tony but…"

"Don't worry about it, kid. We'll keep an eye on Queens." Bucky promised with a grin.

In the end, she and Harry went with a shirt. Four shirts, to be exact. They would tell May and Happy and Tony and Pepper at the same time. The first trimester passed, and other than some throwing up, she felt fine. Helen checked on her at least once a week, taking more blood and taking ultrasounds and keeping a close eye on her. Tony didn't ask too many questions about why she wasn't patrolling, but she knew he would soon...so she and Harry invited everyone over for dinner.

Penny made lasagna, a recipe that Tony had taught her, and everyone arrived on time, May kissing her cheek and Happy pulling her in for a hug. Pepper and Tony both hugged her as well, both asking Harry how he was and how Oscorp was faring. He assured them that all was well with a smile, and then they sat down to eat.

Penny waited until after they'd all eaten to bring out the gift bags. Four of them. They were all on the sofa, Penny and Harry together as they watched everyone examine the black bags. "What gives, kid? Is there a national holiday I forgot about?" Tony wondered with a chuckle.

"No. We just wanted to get all of you something. To thank you." He nodded, eyes softening, and they all opened their bags, pulling out the shirts. Two matching pairs. 'World's Best Grandpa' and 'World's Best Grandma.'

Pepper was the first to get it, her hand flying to her mouth. Happy just stared at his, blinking and shaking his head as if trying to puzzle it out. May gasped, letting out a little cry. And Tony...Tony stared at it the same way Happy did...confused. Bewildered. Almost blank faced. Beside her, Harry chuckled, but she worried if she shouldn't have gotten May and Happy the same kinds but...May was like her mom...was her mom. And Happy...he was her husband. Sure, she'd basically been an adult when they'd married, but he'd become like her...step-father. And she loved him.

"Oh." Tony finally whispered, looking up at her. "You...you're going to…"

Penny nodded. "Yeah." She told him with a suddenly teary smile. "Helen is keeping a close eye on everything...she says it all looks good."

"Oh...Penny!" May cried, jumping up and throwing her arms around her. Happy was next, hanging back just a little.

"Grandpa?" He asked. She laughed, wiping at her eyes.

"What? You didn't think the baby would call you 'Happy' did you?" He hugged her then, more careful than before as he wrapped her in his arms.

Then Pepper. Pepper kissed her forehead and hugged her close and then...then it was Tony's turn.

He stood in front of her for a long time, his hair gray and thinning a little...he had wrinkles at his eyes from the smile he almost always had now. He seemed...smaller now. But when he held her, it was the same as always...the same feeling of safety and love and comfort...a knowledge that she would always be okay as long as she had her family.

"Is this why Bucky and Sam have been patrolling Queens?" He asked in a whisper. She giggled.

"Yeah." She told him with a nod.

"You told them first?"

"I told Helen first...but I needed someone to look after Queens." She told him with a shrug. "And...Helen wasn't sure...me either...if...with the spider bite... " Penny bit down on her lip and he hugged her again, his lips pressing to her temple.

"I love you so much, kiddo. It's gonna be okay."

"I love you too." She pulled back, smiling. "My kid is going to have the world's best grandparents."

"Yeah...they are." He agreed, squeezing her hand.


	30. Chapter 30

***TRIGGER WARNING* This story briefly describes a sexual assault but does not go into graphic detail.**

 **Prompt: Sam helps Penny when she is faced with Skip**

Sam and Penny had met for the first time in an airport in Germany, although they hadn't exactly had a conversation at the time. It had been more like…Penny had tried to chat while also trying to web him and Bucky up, and Sam had been freaked out by her webs. And then he'd thrown her through a window which had hurt. Still…it hadn't been a great first meeting. Then again, Penny hadn't had great first meetings with most of the Avengers. That's what happened when your first meeting was an airport battle where your friend was trying to stop you from becoming war criminals.

They met a second time at the tower when neither had been expecting it. It had been lab day, which Mr. Stark had instituted after the whole Homecoming debacle, and Penny had walked into the tower, earbuds stuck in her ears, eyes glued to her phone, only to come to an abrupt halt when she'd run into a wall of a person. Hand flying up to her nose, she'd jumped back, eyes wide, only to find herself looking into the wide eyes of a somewhat familiar man.

"The hell?" He had asked…or, that's what she'd thought he had said. She'd still been listening to the Hamilton soundtrack at full blast in her earbuds which had been a belated birthday present from Mr. Stark a few weeks ago…not only did they connect wirelessly to her phone, which was great because she was always getting her wires tangled and accidentally yanking headphones out of her ears, but they were also completely noise-canceling, which came in handy when she was having sensory issues. He had continued to talk, but she'd only caught the end of the rant when she'd paused 'The Schuyler Sisters' (she always sang Angelica's part because she was her favorite) ad pulled one of the earbuds out of her ears. "…does Stark have teenage girls running around?"

Steve Rogers had appeared then, and Penny had taken a step back from the two of them, hackles raised. She'd never found out what had happened in Siberia…had never thought it her place to ask Mr. Stark or Colonel Rhodes, but she'd seen Mr. Stark when he'd returned. Had seen the black eye and the sling…had seen the look in his eye before he'd spotted her and had gone back to that cheery, slightly fake smile. No…not 'fake' exactly…guarded. He hadn't disliked her or anything, but he hadn't quite trusted her either. It hadn't been until after she'd saved his plane that he'd looked at her in any other way…in the way he had started to look at her more recently. Like she was someone he cared about. Like she was someone important to him, and he wasn't afraid to show it.

"Hi…can we help you?" Steve had asked cautiously, exchanging glances with Sam Wilson, and Penny had had the wild thought that maybe they were here to attack Mr. Stark…maybe they were going to hurt him. Again. But, of course, as her brain had reminded her only a second later, Mr. Stark's tower had a state of the art security system. They wouldn't have been able to walk in without him knowing. Still, she'd taken a step back, yanking out the other earbud and shoving them both in her pocket with her phone. She had wanted both hands free. Just in case.

Better safe than sorry.

"Friday?" She'd asked, eyes on both of them. Sam had lifted an eyebrow and she'd lifted both of hers, looking him up and down distrustfully.

"Boss is on his way up." The AI had informed her.

"Are you…related to Tony?" Steve had asked, obviously trying to be friendly. Any other time, Penny would have jumped at the chance to make small talk with her second favorite Avenger…but the last time she'd seen him, he'd dropped a loading bridge on her.

"No," Penny had told him simply, and then Mr. Stark had been there, hurrying into the kitchen and dropping a hand on her shoulder. He'd given her a look then, and she'd marveled a little at the fact that he gave her these looks now…and that she could read them in a heartbeat.

'Are you okay? I'm here. It's okay now. Don't worry.' He had started to care about her…and he hadn't been afraid to show it.

She'd given him her own look back. 'I'm okay. I'm glad you're here. What's going on?' The kind of look a child gives their grown-up. And in some ways, he was her grown-up. Or, one of them. It hadn't been easy for her to trust him like this…for her to avoid tensing up when he put a hand on her shoulder or pulled her in for a casual half hug. And he'd seemed to notice that once they'd actually started spending time together. But by this point, when the rogue Avengers had returned, they began to trust one another.

"Spangles. Birdman. This is my intern. Penny Parker."

"Intern?" Sam had repeated, crossing his arms. "You have interns?"

"I have intern. Singular. Just her."

"And you let your interns just walk around your kitchen?"

"When they're hungry." Mr. Stark had told him, voice going almost dangerously pleasant. And Penny had felt something sick and afraid in her stomach at the way Sam Wilson had looked at her mentor…at the way both of them had looked at her. Or maybe she'd just been imagining it. Maybe her own memories had been coloring her thoughts. Still, the next words had come almost before she'd decided to say them.

"We've met, actually." Penny had told them, holding out a hand to Sam, smirking just a little. As if on autopilot, he had taken her hand, shaking it once, but not squeezing. She made up for squeezing his hand just a little too hard. "You threw me out a window."

"What the hell are…" Sam had started to say…but then it had dawned on him, and she'd let him pull his hand away. "You…you're the spider freak?"

Penny had bristled a little, flinching without meaning to, and immediately, she'd seen the remorse on his face. He hadn't meant it. He wasn't a mean person. He'd just been surprised. She'd seen all of that on his face a split second before Mr. Stark had spoken up, voice hard.

"Spidergirl." He'd corrected, and Sam had given a quick nod, an apology in his eyes when they'd met hers.

"Right. Spidergirl. The one with the webs. Those come outta you?"

Penny had finally let herself smile for real, surprising even herself with a short laugh. "No. They're not organic. I make them in the lab."

"Her high school chemistry lab to be exact." Mr. Stark had said, a note of pride leaking into his voice, and from the looks on the faces of Sam and Steve, she hadn't been the only one to hear it.

"It's nice to officially meet you, Penny." Steve had put in, holding out his own hand, and she'd shaken it. "Sorry for startling you. We didn't know you'd be stopping by."

"Sorry, kiddo. We had a meeting…the Accords are being amended, and the previously 'rogue' Avengers have all been pardoned. It's been a busy day."

"Oh…I can go…"

"No…don't let us chase you off. The meetings are all done." Steve had put in, and Mr. Stark had squeezed her shoulder.

"Why don't you go on down to the lab? I'll be right down."

She'd learned a little later that Sam and Steve would be living in the tower part-time until they got places of their own, which was how she found herself running into them more and more often. As Penny Parker, she sometimes headed to the kitchen before the lab to grab a snack and would run into Sam who seemed to like working on his computer in there. At first, she stayed quiet around him, sometimes giving a quick smile and nod before hurrying back down to the lab. Eventually, she graduated to shouldering him out of the way when he stood in front of the fridge and snatching chips from his plate when she happened to catch him eating his own snack. As Spidergirl, she'd see him on her patrols every once in a while where he'd show up for an assist. The first time he'd appeared just in time to help her take down a group of freakishly strong drug dealers, she had reminded him that she was perfectly capable of taking care of herself.

"Of course you can, kid. But you're an Avenger now, so you don't have to."

She hadn't told him that she wasn't really an Avenger. Instead, she'd muttered a reluctant 'thanks' before swinging off, trying not to smile at the sound of his chuckling and the muttered 'not related to Stark my ass.'

He was almost like a friend. Something like a big brother.

The team slowly began to work together, with more Avengers showing up and hanging around the tower, then participating in group training sessions. She usually paired off with Steve since he was almost as strong as she was, but there were times when she and Sam would spar, and he'd help her with her hand to hand fighting. Once he snarked that he wasn't a babysitter right before she leaped and, in a move taught to her by Natasha, hooked a knee around his neck and brought him down hard on the mat.

Mr. Stark laughed so hard that a tear ran down his cheeks, and Sam had given a reluctant grin when she'd held out a hand to pull him up.

Sam was also the one to try and teach her to shoot a gun. It was a group training day, and they'd started to pair up like normal when he had led her to a different training room, just the two of them. At first, she'd balked at the door, glancing back to find Mr. Stark watching her instead of sparring with Wanda…as if he'd known she would look for him. It wasn't that Mr. Stark knew the particulars of what had happened to her. He didn't. No one did, except for May. But he knew that she was skittish about people she didn't know touching her and that she got nervous when she was in an enclosed space with other people. With adult men.

She'd never come out and said it. But they'd been in the lab during their first lab session and he'd noticed how jumpy she had been…how her fingers hadn't stopped drumming on her legs and how every little noise had made her jump. Finally, he'd turned to her, arms at his side, face open.

"What's got you so worried, kiddo?" He'd asked gently.

"Can…can we just…open the door?"

He hadn't even hesitated to nod. "Of course." He'd told her, moving over to the lab door and pulling it wide open. No follow up questions.

She'd only lasted about a minute before blurting out, "I"m sorry…it's not…I know you wouldn't…'

"Hey," he'd interrupted, voice still gentle and so serious. "You don't owe me any kind of explanation. You want the door open, it stays open. You want to leave, you can. Any time, no questions asked. Okay?"

And she'd nodded, giving him a grateful, somewhat teary smile.

She'd thought about telling him…but she didn't know the words. Didn't know the basic shape of them. How did you even bring something like that up?

Penny had remembered those words when she'd started to follow Sam into the room that held the shooting range. Mr. Stark had given her a look, eyebrows raised just a little.

'Are you okay? You don't have to. You can leave whenever you want.'

She'd trusted Sam. Still, when she'd followed him into the room, she'd stopped him from shutting the door. "Keep it open." She'd instructed, voice almost shaking with the effort it had taken to say those words. He'd started to argue…she'd see it in his face. But then he'd stopped, pressed his lips together tightly, and nodded.

"Okay."

And then it had been time for training. He'd brought out a gun, started to pull it all apart, but she'd shaken her head. "I don't need to learn how to shoot a gun."

Sam had signed a little, something serious but just a little patronizing in his tone when he'd spoken. "Look, I know that you don't like guns and that you're all about apprehending criminals without hurting them, but there may come a time that you need to…"

Penny had snatched the gun from him then, the metal making her whole body cold. Still, she'd put the thing back together without a word, her hands turning into her uncle's in her mind as she snapped the clip into place, then strode up to the half wall that marked the proper distance, then put one foot slightly behind the other, one hand holding the gun up, the other supporting her wrist, thumb down and away so it wouldn't get hit by the recoil.

One bullet after the other, she had emptied the clip, flinching each time she heard the bang in her ears. She was supposed to wear earmuffs…she had known that. She had known that this could damage her hearing and would probably lead to a migraine. But she hadn't cared. All she'd cared about was proving that she didn't need lessons on shooting a gun…not when she'd had so many.

Every bang had reminded her of her uncle, a hand clutching his chest, blood spurting out from between his fingers, another bloody hand reaching for her.

Finally, Penny had run out of bullets and lowered the gun, staring at the target. The center ring of the paper had been nothing but frayed edges and empty space. Turning, she had placed the gun, barrel pointed down, onto the table beside Sam who hadn't moved…who had watched her with wide, stunned eyes. "My uncle was a cop." She had told him simply in a voice that she'd tried and failed to keep from shaking.

And then she'd left, passing the others on her way up to the guest room, ignoring Steve's call for her to wait.

"Tony, she can't just walk out on training…"

"She's not an Avenger." Mr. Stark had told him. "She's not a soldier. She not a warrior. She's a kid. If she wants to leave, she can leave. Any time. No questions asked. That's the deal."

Mr. Stark had come upstairs later to put a cold washrag over her head and sit with her, the two of them existing in silence in the dark room for a long time before she'd started crying. And then he'd held her. It had taken a long time for her to realize that she was with Mr. Stark in a dark enclosed room with the door shut…and it had hit her like a wave, the realization that it was okay. That she trusted Mr. Stark completely. That she loved him and he loved her and that he wouldn't hurt her.

Sam never again tried to teach her how to shoot a gun. Never even brought it up. But the next time he saw her as Spidergirl, he handed her an ice cream sundae and a spoon, and the two met up on the nearest rooftop to eat in silence, shoulders pressed together. It wasn't an apology, but it might as well have been.

Penny liked to think that she got along well with the Avengers. She liked to think that one day, she would join them as a full member and that this would be her job. It was a job she loved. A job that mattered. Something to look forward to. Penny loved looking forward…and she hated looking back.

The first text message came at 8:03am on a Tuesday morning. Penny was in class, doodling in her notebook as her teacher droned on about the American Civil War, when her phone vibrated in her pocket. She pulled it out, throwing glances at the teacher as she did so to make sure she wasn't caught, but as soon as she saw the screen, she forgot all about the American Civil War and Ned who sat beside her and Midtown High and her web fluid notes that she'd flipped a page over to hide…all she could see was the screen and the unknown number and the words in the little bubble.

"I've missed you. We should meet up sometime, Einstein."

She stood up, shoving the phone into her pocket and racing out of the room with a barely coherent 'bathroom' thrown over her shoulder, racing down the hallway and crashing to her knees in front of the first toilet she could make it to, losing every bit of her breakfast and gasping for air between breaths.

No. No way. He couldn't be out. Not yet. She wasn't ready.

Her phone vibrated again, and she pulled it out against her better judgment. She knew that she needed to call May. He shouldn't have been able to get her phone number. It didn't make sense.

"So you got into Midtown. Congratulations, Pretty Penny."

If she'd had anything else to throw up, she would have. Instead, she shoved herself to her feet and pocketed her phone. He knew she was at Midtown. He knew where she went to school and he knew that it was a school day so he could…he could…

She was running before she knew it, feet pounding on the tiled floor of the hallway as the lockers passed in a blur of beige. Forgetting about her backpack and her notes and her purse and the fact that she was technically ditching, she shoved the doors at the end of the hall open and raced across the side of the building to the parking lot, then kept running, stopping only when her phone vibrated again. Skidding to a stop right before running out in the street, she pulled out her phone.

"I can't wait to get you alone again. We're going to have so much fun." And then a picture…a picture of his face. He looked older, of course, with a stupid goatee and a pair of red hipster glasses, but it was him.

Her fingers shook as she typed. "Leave me the fuck alone."

As soon as she hit send, she was running again. He knew her phone number and he knew where she went to school…but he didn't know where she interned. Her arms pumped at her sides as she ran, ignoring the stares she knew she was getting. This wasn't the run of a casual jogger…this was the sprint of someone being chased.

Penny didn't have her badge but Friday let her in the side door anyway, and then she was running up the stairs. She'd never told Mr. Stark about Skip, but now…now she had to. Because he knew where to find her. Because despite the fact that she was strong now, that she had superpowers, she just knew that if she saw him…if he touched her, she would freeze, just like she had when she'd been eleven.

She burst into the common room, barely winded but still gasping for air, then froze. Sam was on the sofa, reading a thick novel that he dropped into his lap when he saw her. She couldn't breathe…she wasn't tired but she couldn't breathe. She needed Mr. Stark.

"Kid?" He asked, putting the book on the sofa beside him and sitting up.

"Mr. Stark?" She asked, not sure if the question was directed at him or Friday.

"He's in a meeting with Steve in DC…it's not lab day. Shouldn't you be at school."

In DC. Mr. Stark was in DC. He couldn't protect her from DC.

"Pen?"

Penny ignored him, heading for the kitchen, hands shaking at her sides as her phone vibrated again. She needed Mr. Stark. She would get a drink and make herself calm down and then…then she would…call him. She would call him and tell him she needed him and he would come because she'd never asked him for anything like this before. He would know that it was serious. He would know. He would help.

She needed help.

Penny pulled her phone from her pocket and her blood froze, stomach clenching in protest, and she was distantly glad she'd already thrown up. The picture wasn't something she hadn't seen before…she'd seen it five times before she'd whispered her shameful, disgusting secret to May. She'd seen it when he'd forced her hand to it and she'd seen it when he'd shoved it down her throat…

She closed the messaging app and felt her back hit the wall, eyes shut so tightly that it hurt as she whimpered without meaning to. Help…she needed help.

"Why aren't you in school, kid? You think being an Avenger means you can…"

"Fuck off, Sam!" She had meant for the words to sound mean enough for him to leave her alone…instead, her voice shook like her hands and his name broke off in a sob. A hand touched her then, and she screamed, knees buckling, arm coming up to protect her face, and without realizing it, she was begging. "Don't touch me don't touch me!"

"Woah. Okay." Sam's voice came to her then, soft and reasonable and kind. "I'm sorry. I'm sorry, Penny. I shouldn't have touched you. I won't do it again. I'm sorry."

"Don't…don't touch…" She kept begging, eyes still closed, face hidden in her knees.

"Okay. I won't. Not unless you tell me it's okay. I promise. Can you tell me what happened?"

"Mr. Stark…I need him…please…"

"Can do. Friday? Call Tony. Tell him that Penny needs him to come back ASAP."

He would come. If she asked…he would come back.

"Alright. He'll be on his way soon. Can you talk to me?" Sam asked, voice still so calm that her heart started to slow down, just a little.

"He knows…he knows where I go to school."

"Who? Tony?"

"He shouldn't know…he shouldn't be out…"

"Okay…Pen…you have to catch me up, kiddo."

Hands shaking so hard she nearly dropped it, Penny pulled out her phone and opened the messaging app, face turning red as she averted her eyes, then handed it over. He took it without a word, and he heard his sharp inhale…heard his fingers tap the screen as he scrolled up to the beginning of the conversation. "Who is this?" He demanded.

"Skip. He…he was…I didn't know he was out yet…" Sam was silent and Penny felt a hot tear run down her cheek. She hadn't meant to cry. Hadn't meant to look back. She never wanted to look back. Never wanted to remember. "He was my babysitter." She admitted.

"Can I sit beside you?"

Penny nodded, and he shifted, sitting just close enough that she could feel the warmth of his arm beside hers…but he didn't touch her.

"Alright. Here's what's going to happen. I'm going to give your phone to Natasha. We're going to take care of this for you, okay? Tony is going to come back. One of us can talk to your aunt…or you can…she has to know why you left school. But you can stay here until he's taken care of, okay?"

Penny nodded again, sobbing in earnest into her jeans.

"What he did, what he sent you, that's not your fault. None of it. He's disgusting and he's a criminal and we're going to take care of him."

She didn't ask what that meant. Didn't ask what they would do to Skip when they found him. Instead, she sat up a little, then leaned her head against his shoulder. True to his word, he didn't move. But she needed him to…more than anything, Penny wanted the man she trusted like her big brother to hold her. Because that's who he was. "Please…will you…" She trailed off, touching his arm tentatively, and he shifted, bringing an arm up, but stopping before wrapping it around her.

"Is it okay?"

She nodded furiously, still sobbing, and he took the invitation to wrap both arms around her, pulling her close and rubbing her back.

"It's okay. You're safe baby girl…you're safe here. Ain't nobody in this tower going to let anything happen to you. It's okay. We've got your back."

Penny sobbed into his shoulder until her whole body was spent, and she slumped bonelessly against him. Sam caught her easily, scooping her up in his arms before she knew what was happening and carrying her over to the couch where he lay her down, pulling the blanket he'd been using over her. Crouching at her side, he used his thumb to wipe a tear from her cheek. "I'm gonna keep your phone, okay? I'll call Tony, see how soon he can get here. Then I'm gonna find Nat. You okay in here by yourself?"

"Yeah." She whispered, voice hoarse and sore from the tears.

Sam gave a weak smile, pulling his hand away and wrapping her more tightly in the blanket. Disappearing for only a moment, he returned with a glass of water and a packet of cookies that he placed on the floor beside her. "Friday, turn on the TV. How about Parks and Rec?"

She gave a shaky smile and nodded, and within seconds the theme song was playing.

He turned to go, but before he could, she freed her hand from the blanket, reaching out to grip his, and he turned, squeezing her hand, looking at her like he was ready to kill for her if she asked.

"Thank you."

His face softened then, and he gave her hand another quick squeeze. "I've got you, kid. Always."

And then he was heading down the hall to find Natasha and Penny was doing her very best to focus only on Leslie Knope and not on the sound of the conversation happening in the next room.

 **Thank you for reading!**


	31. Chapter 31

**Trigger warning for mention of sexual assault**

Part 2 to the last prompt :)

Tony had known from the first time he'd met Penny Parker that there was something he was missing. Something that wasn't being shared with him. When he'd arrived at her apartment for the first time, May opening the front door and pausing for a moment to stare at him in surprise before letting him in, he'd seen the way the woman had watched him. Not quite suspicious…just…attentive. Very attentive. And when he'd mentioned that he wanted to speak to her niece, she'd gone quiet. So he'd gone on, explaining the grant that he'd made up on the way over…not that he wasn't going to give it to her. It was just…in the form of a multi-million dollar superhero suit.

He'd understood her hesitation, of course. He was a grown man and he was asking to talk to the woman's fourteen-year-old niece. He knew all about how disgusting some people were…what some people did to children. So he always made sure to keep himself above suspicion…to make himself non-threatening. Friendly. Open. Quiet.

And then the girl had walked into the room and it had hit him once again how young she was. He'd known of course…when he'd discovered her identity, he'd nearly had a heart attack. Fourteen. This was a child. With long brown hair that went frizzy when she pushed her hood down and wide eyes that got even wider when she caught sight of him, she'd looked all of twelve. But he'd read her file…and he'd seen what she could do on Youtube. So he'd asked to talk to her. In private. The girl and her aunt had exchanged glances, a look that he hadn't quite been able to decipher at that point, but one he'd become familiar with.

It was a look he'd given her in recent months…when she had met Steve and Sam, and when she and Sam had gone into the training room. It was a look that both asked if she was okay and reassured her that she didn't have to do this. That she could leave. He'd never asked why she'd needed these reassurances. Had never felt it was his place.

Once alone with her in her bedroom, he'd done all the things he always did when alone with women…or, in this case, teenage girls. He avoided getting between her and the door. He gave her plenty of personal space. When he sat beside her on the bed and touched her shoulder, he'd noticed how she flinched just a little and had been ready to back off…but she'd relaxed, and he'd gotten the idea that it was more of a reflex than anything. Still, he kept his body language relaxed…kept the door open a crack. He figured that since she was Spidergirl, she would know if her aunt was close enough to hear…and May Parker hadn't seemed like the type to snoop. He hadn't really worried about that.

It had been Penny's one condition. Don't tell Aunt May. One request she'd made of him, complete with a web shot at his hand, sticking his hand to the doorknob. And he'd looked at her then…really looked at her. Not as a little girl with superpowers or as a teenager playing at something bigger than them. No…at that moment, he'd realized that this girl was going to be great. She was going to be a superhero like no other. Spidergirl was going to be a name that everyone knew. And he wanted to help her get there.

After she'd saved his plane and then rejected his offer to join the Avengers, Tony had known that he'd wanted to get to know this kid…to train her, even if she wouldn't officially be an Avenger for a few years. So he'd instituted lab days. Once a week, she came to the tower to work with him in the lab. They would work on her suit or her web fluid…sometimes she'd just do homework, or one of them wouldn't feel like working and they'd give up and order food instead, heading up to the main floor to watch TV and talk. But the first time she'd come over, after her initial geeking out at how amazing his lab was (he fully agreed and might have preened at the praise a little), he hadn't been able to ignore the way she'd been acting.

He had set her up with her own workstation (complete with a little nameplate that read Penny Parker with a little spider etched into the metal) that had a tablet and holographic interface, and plenty of room for all of her experimenting. And she'd dutifully started to play with the holographs, bringing up a full image of her suit…but she'd been nervous. Fingers tapping on her pants or the table. Frequent glances at him and at the door. When he'd turned on the music, making sure to keep it on low to account for her enhanced senses, she'd nearly jumped out of her skin, and that had been nothing compared to when he'd dropped a wrench.

And when he'd confronted her, trying to be as friendly as possible, she'd asked him if they could leave the door open, and he'd known, deep in his gut, that something was terribly wrong. That this girl had lived through something bad, and that he had no idea how to talk to her about it…or if he even should! Who the hell was he to try and play counselor? Instead, he'd assured her that it was fine, and when she'd tried to explain…when she'd tried to assure him that she knew he wouldn't do some indescribable horrible thing to her, he'd cut her off, letting her know that she never had to explain herself. That he would never stop her from leaving if she wanted to.

She rarely took advantage of this, but she had once or twice. And he was always careful about touching. For weeks, he made sure that she was the one to initiate contact, usually by being excited about something. By smiling up at him with huge, bright eyes and jumping up and down on the balls of her feet, and in those moments he would drop a hand on her arm or her shoulder and later, pull her into a hug.

After the incident in the training room with Sam, Steve had tried to insist she stay and train…that she was going to be an Avenger and she would need to be there for training sessions, and after snapping at the man where Tony was pretty sure the girl had been able to hear him, he'd pulled Steve aside, the two of them moving into another room. "That is a teenage girl, Steve." He'd told him softly, using the man's first name instead of one of the many nicknames he'd given him to show how utterly serious he was. "She is fifteen. She doesn't feel comfortable being confined in a room with grown men, and she watched her uncle get shot less than two years ago. So if she wants to leave a room, she gets to leave. Don't you ever tell that girl she can't."

Steve had stared at him for a long time, and question in his eyes that Tony was unable and unwilling to answer. Finally, he spoke. "Of course. You're right." Before Tony could get over his shock at hearing those words come out of Steve's mouth, the man went on. "Did something…happen…"

"I have no idea, and even if I did, it wouldn't be any of your business. She doesn't owe us any kind of explanation."

To his utter surprise, Steve had seemed to agree. Then again, it shouldn't have been so surprising. Steve cared a lot about Penny. Tony knew that he sometimes sought her out during patrols, just like Sam did, the two of them acting as backup or just deterrents as they patrolled with her. And Penny didn't seem to mind. He couldn't help but notice how much more comfortable she was around them than she had been when they'd first moved back into the tower. Not as comfortable as she was with him…but, and he couldn't help a flicker of something warm in his chest as he thought it, she wasn't their intern. Wasn't their mentee.

Wasn't their kid.

He'd left the others in the training room and followed her up to the guest room she always used after his talk with Steve. Friday had let him know that she had a migraine and was laying down, so he'd slipped into the room and shut the door behind him without thinking, wanting to make sure it stayed dark inside. Moving over to her side, he'd placed the cool washcloth on her forehead, and the girl had seemed to relax a little. Not too much later, she'd sat up, throwing her arms around him, and he'd realized that he'd broken his own rule. He'd shut her in a room with him. And she hadn't minded.

She trusted him. He swore, in that second of realization, that he would never, ever give her a reason to doubt him. Never. And if she ever needed to talk to him about what had happened, then he would be there and he would do his best to listen. Because he loved this kid. He loved her like she was his own, which was strange because he didn't have his own kids but now…now he did. And he'd kill for her.

That was his first thought when, in the middle of a meeting, Steve on one side of him, Pepper on the other, his watch buzzed with an urgent incoming message. He glanced at it, making sure the presenter wasn't looking at him before doing so and feeling like an errant high schooler. It was a message from Friday.

"Penny and Sam are requesting your immediate return to the tower."

Something was wrong. Something big…the biggest thing that could ever be wrong. Penny knew he was in DC. Friday would have told her. So the only reason that she would ask him to come back was that she was in trouble of some kind. Big trouble. This wasn't her AI informing him that something was wrong. This was Penny. Penny Parker. The girl who'd tried to 'sleep off' more than one concussion without telling anyone. She would never willingly call him unless she seriously needed help.

He'd kill for her.

He stood, no hesitation. This was more important than whatever meeting he was in. Excusing himself and telling them that there was a family emergency he had to take care of, he turned to Pepper. "It's Penny. Something's wrong." He told her, making his voice as serious and as afraid as he felt. Pepper nodded, reaching out and touching his hand.

"Go," She ordered. "I can handle this."

Without a backward glance, he went, breaking into a jog once he was in the hallway and ignoring the looks he was getting. "Friday, talk to me." He ordered, putting his glasses on and watching the interface come to life, tapping once on his earpiece.

"Penny Parker left school this morning at approximately 8:09 and according to traffic footage, ran straight to the tower where she found Sam. She was distressed by something on her phone and suffered a panic attack. Sam has her phone now, and she is on the kitchen floor. He just requested that I call you and have you come back ASAP."

"Tell him I'm on my way." He ordered, waving down Happy who was standing in the garage by the car, drinking a coffee and reading a newspaper. "Hey! I'm flying back to New York. Something's wrong with Penny." He told him, pulling his suit jacket off and tossing it to Happy who caught it, dropping his newspaper.

"What's wrong with her?"

"Don't know for sure yet. I won't be back. Let everyone I'm supposed to have meetings with today know."

"Got it, boss."

And then he was tapping his chest and not ten seconds later, he was encased in armor.

Penny would never ask him to come back early from a meeting. The kid never asked him for anything. "Friday? Update."

"Penny is currently resting on the sofa in the common room and watching TV. Sam Wilson and Natasha Romanoff are talking in Natasha's bedroom. They still have Penny's phone."

"Call it."

The line rang in his mask as he shot out of the parking garage and into the sky. It was the fastest way to get back to New York, he reminded himself when it felt like he was moving too slowly. He needed to get back to his kid. Now. Yesterday. Her phone rang three times in his earpiece before it connected, and it was Sam that answered.

"Tony?"

"Where's the kid?"

"Laying on the sofa watching TV. She's…she's alright."

Tony closed his eyes for just a moment. It was fine…Friday was piloting the suit. She wouldn't let him fly into a building or a goose or anything. She was on the sofa. Friday had been telling the truth. She was okay. "What happened?"

Sam hesitated for a long time and Tony could feel himself losing patience. But before he ran out completely, the man answered. "She ran out of school and came here looking for you." That made Tony's chest give a sharp, painful squeeze. Penny had never come looking to him for help. Never. And the one time she had, he hadn't been there. "She, uh…she was getting texts on her phone from this guy…" He lowered his voice then as if afraid Penny would overhear. Knowing her super-hearing, she might. "Named Steven Westcott…goes by Skip. " He paused as if that name would mean anything to Tony. When he was silent, Sam went on. "He babysat her when she was a kid…she was eleven, I think."

Tony didn't need Sam to go on because the knowledge hit him like a swing from a baseball bat, and if his suit hadn't automatically been keeping him on course, he would have dropped. It made sense…of course it did.

"We went to jail after he…she didn't give me a lot of details but…."

"What did the texts say?" Tony demanded, swallowing hard so that he wouldn't throw up. He couldn't throw up in the suit and he'd have to stop and he couldn't afford the delay. He had to get back to his kid. Now.

"He…he said they ought to meet up…mentioned where she went to school. Then…she told him to leave her alone but…he sent her two pictures."

"Of what?" His voice was like sandpaper and hot rage bubbled over in his throat.

"The first one was his face and the second was…".

"What?"

When he spoke, Sam sounded frustrated. Furious. "What do you think, Tony?"

Fifteen. Penny was fifteen. When she'd been eleven…and now…now a man who had…his brain was short-circuiting and he couldn't decide if he needed to be by her side or hunt this guy down first. He'd kill him. That jackass wouldn't be sending anyone any more pictures of his dick because Tony would cut it off himself.

"Where is he?"

"Nat's doing some digging. We don't know much about him…he doesn't have a big online presence. He only went to prison for a few years…got out on good behavior. Look…we're going to take care of this…"

"I'll take care of it."

"No…look…Tony, the kid…she made do with me, okay? She was freaking out and I got her to calm down. But she needs you. You're the one she came here looking for. I need to call her aunt. Penny's safe here at the tower…she just…she wants you here, okay?"

"I'm on my way. Give me…just…tell her I'll be there in 45 minutes, okay?"

"I will. She's…she's not good, Tony."

He could imagine. The monster that had…had what? Assaulted her? Raped her? He didn't know. He didn't have any idea what Skip Westcott had done. That man was out of prison and he had somehow gotten her phone number. Had somehow figured out where she went to school. But he'd never do anything to her again.

"Let me talk to Nat."

His friend's greeting was all business. "Steven Westcott wasn't too hard to track down. He doesn't have much of an online presence…pretty much just a Facebook he never uses. His profile picture is an eagle over an American flag."

"Of course it is," Tony grumbled, diverting more power to his thrusters. The estimated time of arrival was just shy of 40 minutes. Faster. He needed to go faster.

"I'm trying to get the details of the trial…I don't want to ask Penny to talk about it."

"Where is she?" He asked, his need to know compulsive.

"Friday says she's still on the sofa…she hasn't moved." Natasha soothed, voice going gentle for a moment. "We…"

Another voice chimed in from the background…it sounded like Friday, and Nat muttered something to Sam.

"What's going on?" Tony demanded.

"Clint just walked into the living room. Don't worry. Sam's going to get him and bring him in here before he tries to talk to her."

"Okay…just…the trial?" He asked, voice coming out weak. He didn't want to know. Didn't want any details. But how could he help Penny if he couldn't even hear what she'd gone through? He needed to know…needed to steel himself against it so that he could be there for her. So he waited and listened to the clicking of keys and Sam and Clint's muttered conversation in the background.

36 minutes. Not fast enough.

"Just…get here. I'll have Friday keep working on breaking through. We're going to make a plan."

"What are you going to do?" He asked, already suspecting the answer.

"Is this a secure line?"

"It's one of the most secure lines in the world. She talks about Spidergirl on it. Karen is installed in her phone."

"Okay. Change her number."

"Will do. What are you going to do to Skip Westcott."

"Kill him."

It almost took him back how calmly she said it. No hesitation. No remorse. No talk about sitting down and having a chat with him or threatening him. "Kill him?" He repeated, surprised at how soft his own voice came out. Tony didn't ask if she could do that…if she could kill a random New York citizen without being caught. Of course she could. She'd been trained to kill from childhood.

"Of course."

"Are you going to ask her…"

"Am I going to ask the fifteen-year-old girl crying on our sofa if she wants me to kill the man that raped her as a child? No. I'm not. I wouldn't put that on her. This is my choice. I'm going to kill a child rapist who just proved that he's ready and able to hurt a child again."

"She's crying?" He asked, well aware of how ridiculous his question was. Immediately, Friday brought up the security cam footage from the living room, showing the sofa and the back of the TV in HD. Penny lay on her side, wrapped in a blanket, with an empty glass and a packet of cookies on the floor in front of her. Her wide eyes leaked tears as they stared, almost unseeing, at the TV. "Can she hear this conversation?" He asked the AI.

"I am unsure." Friday almost sounded sad. "She has not given any physical indication that she could. She began crying three minutes after Sam left the room."

Shock? Dissociation? Panic attack? The possibilities flashed through his mind but he shook his head, checking his ETA once more. 31 minutes.

Not fast enough.

"This cannot get traced back to her." He knew the warning was needless…but he had to say it.

"Of course not." Natasha sounded almost offended.

"It can't get traced back to you either, Nat." No only because of the consequences for the Avengers…because she was his friend and he loved her and he would defend her if it came down to it. Still, it would be a media disaster. And if it got traced back to them, someone might connect the dots all the way to Penny.

"It won't. Clint and I are going to come up with a plan. Sam's going to sit with Penny. We'll wait until you get back to leave…we won't leave her here alone."

He hung up, eyes straying back to the footage of Penny. She didn't move when Sam appeared on screen, hesitating only for a moment before sitting down on the sofa at her feet, keeping a few inches between himself and the end of the blanket tucked around her.

"I'm right here, kiddo. Don't worry. We're going to take care of this guy tonight, okay? And Tony's on his way back. He'll be here in less than an hour. I'm not going to leave until he gets back."

On the screen, her eyes still stared blankly ahead, lips slightly parted as tears ran down her cheeks and nose, but her feet extended just a little until they pressed against his thigh, and he lifted a hand and placed it on her leg over the blanket.

"That's right. I'm here, Pen. Don't worry."

Tony was the one that made the call to her aunt, attention divided between Penny on the screen and the sky in front of him the whole time. He assured her that the Avengers were going to take care of this guy, and that Penny was safe at the tower. She told him that her shift ended in three hours and he promised to send a driver to pick her up and bring her to the tower as soon as she got off.

He landed on the tower balcony 21 minutes later, practically clawing his way out of the suit that did its best to disengage in a timely manner. Hurrying to the door, he threw it open and then found himself frozen in the doorway. Penny hadn't even glanced up from the screen where he could hear Parks and Rec playing. Sam had the same hand on her leg over the blankets but when Tony entered, he lifted it, shifting forward so that he could lean over at look at the girl.

"Hey, kid. Tony's here. I'm gonna go talk to Nat, okay?"

Penny blinked, seeming to come out of some kind of trance as she looked over at Sam, then nodded. He patted her leg, standing up, and Tony was barely even aware that he was moving as Sam left the room. One moment, he was in the doorway. The next, he was kneeling on the floor in front of her, moving the empty glass out of the way watching her closely for signs that she wanted him to back off…that she didn't want to be touched.

The girl took a moment to register his presence, and then he was nearly thrown backwards as she shoved the blanket off and practically threw herself off the sofa and into his arms. Tony held her, shifting until he was sitting on the floor, his back against the sofa, and she was in his arms practically on his lap, her face buried in his neck, hot liquid dripping down and soaking his collar as her shoulders shook. "I'm here, kiddo. I've got you." He murmured, the words flowing out of him without any conscious thought on his part. "I'm right here. You're safe. You're going to be okay."

"I needed you to come back," she sobbed, her hands balled up in the back of his shirt.

"I know. I'm back. I'm right here. I came as fast as I could."

She lost all the tension in her body then, slumping against him, still crying but not fighting it, and he reached back behind him to grab the blanket discarded on the sofa to throw over her, rubbing her back as if trying to warm her up. The TV continued to play in the background, making random flashes of light in the dim room.

He waited for her to talk. Waited for an explanation that he didn't really need…heck, he half waited for her to start apologizing, telling him how sorry she was that she'd pulled him away from his meeting, etc, etc. Instead, her breathing slowly started to even out, her hands loosening in the back of his shirt, and he started to wonder if she'd fallen asleep. But when he glanced down, her eyes were half-open, face relaxed…

She felt safe. He made her feel safe. And hell if that wasn't the best feeling he'd ever had. He made his kid feel safe.

He would keep her safe. At all costs.

As much as he didn't want to disturb the peace, his lower back was starting to ache, and he had noticed the unopened packet of cookies on the floor. "Did you eat breakfast?" He asked, resting his cheek on the top of her head.

"Granola bar." She muttered.

"Alright. How about I make waffles?"

For a moment, she was quiet, going just a little tense in his arms, and he wondered if he'd spoken too soon. Then, her soft voice came from below his chin. "With chocolate chips?"

A smile broke out of his face then, and he let out a quick, relieved breath. "Of course. Is there any other way to make waffles?"

"You can use blueberries. Or make plain ones. Or use cake mix…those are really good. Or whole grain. Or…"

"Yeah, yeah, Spiderling. Easy on the sass or you can make your own waffles." He teased, unable to help his smile at the lightness in her voice, forced as it may have been. Still, when it came time to get up, she took a moment, tightening her arms around him just a little as if reluctant to let go. Finally, though, after he returned the hug, pressing his lips to the top of her head in a quick kiss, she stood, shrugging the blanket off and holding out a hand to him that he took, letting her tug him to his feet as if he weighed nothing.

The kitchen was fully stocked for waffles, and he started the batter while Penny got the chocolate chips. He figured she needed something to do…something to keep herself busy for a moment, so he asked her to make hot cocoa. It was a chilly morning, and even though the tower was warm, he thought she might like a hot drink. Hot cocoa always made him feel better anyway.

The waffle maker was shaped like the Iron Man mask. It had been a gift from Pepper, one that Tony had rolled his eyes at and put in a cabinet, but when Penny had discovered it, she'd been so delighted that he'd put away his regular waffle maker in favor of this one, subjecting all of the Avengers to waffles made in his image. Once breakfast was done, Penny had one waffle on her plate and four more on standby. She liked to eat them one at a time to 'fully enjoy the syrup pockets' as she put it. He dug into his own waffles, both of them sipping hot chocolate with huge dollops of whipped cream on top, and for a moment, there was comfortable quiet. The TV still played in the other room and Tony didn't want to break the peace…didn't want to bring up the 7 ton elephant in the room. But he had to. He needed to keep her safe, and that meant keeping her updated. But he also wanted her to eat. So he compromised.

He waited for her to finish three of her waffles before speaking. "Your aunt will be here in a few hours as soon as she finishes her shift. I'll send a driver to pick her up. She called your school. They think you have the flu so…I'll get Helen to write you a doctor's note."

Penny had stopped eating, her fork resting on her plate, and he hated that he needed to do this…hated that he couldn't just pretend that things were normal. But he couldn't.

"I'm going to make sure you get a new phone number. Karen will screen all calls and text messages from numbers not in your phone. If you get anything suspicious or potentially threatening, she will trace the call and alert you to the name and location of the sender."

She nodded, staring at her plate. "And…and if he…if he texts me again…"

"He won't," Tony said with a confidence he immediately regretted. Her eyes shot up to him, widening a little, eyebrows raising, and he knew that he had to explain. "The others are going to take care of him. He's never going to bother you again."

"You make it sound like they're going to strap bricks to his feet and throw him in the Hudson."

Tony shrugged, happy to hear her joking but knowing that she probably wasn't that far off. "I don't know exactly what they're going to do to him. But Natasha said that she'd take care of it and when Natasha fixes something, it stays fixed."

Penny was quiet for a moment. She stared down at her waffle, hands clenched in her lap. "If…if I don't ask…if I don't know what…what she does…does that…does it make me…" She cut herself off, swallowing hard, and he reached out a hand and rested it on the table, palm up. She stared at it…and then, she rested her hands in his, looking up at him ad begging with her eyes for him to take this away.

He would try. With everything he had, he would try. "Natasha is going to do whatever she wants to stop criminals. It's who she is. You aren't responsible for any choices she makes."

"She's an Avenger."

"She's a spy. An assassin. One of my closest friends and one of the best people to have in your corner. She wants to protect you from a criminal. The best thing to do is let her." Even as he spoke the words, he had to admit, he didn't know if it was true. Didn't know if this would only hurt Penny more. If she would feel responsible for the death of a man who had hurt her so badly. He knew Penny Parker…he knew that she was a hero and that she was Spidergirl and that Spidergirl didn't kill people. Ever. She saved them. She webbed them up. She turned them into the police. Hell, she'd saved the Vulture after he'd tried multiple times to kill her.

But this was different. This was a man that hurt children. And he might hurt more children. He'd already proven that he was willing to. So, Tony decided he didn't care if that man died. He just hoped Penny came to the same conclusion.

The girl went back to her breakfast. She didn't ask any more questions. Didn't push the issue. He had no doubts that one day, she'd ask questions. That she may even go to Natasha. But he couldn't do anything about that. Not yet. All he could do was keep her as safe as he knew how.

They were watching Parks and Rec after breakfast, her nursing a second cup of hot chocolate when she spoke. "He was my babysitter."

Tony didn't let himself react in any way. His arm had been slung over the back of the sofa, and she leaned against his side, feet up on the couch beside her. They had sat like this before, Penny slowly inching closer until she felt comfortable enough to just rest on him. He'd been just as hesitant at first. But now she was his kid and he loved her and he'd kill for her.

He'd let Natasha kill for her.

"He was our neighbor's nephew and he was in town…just for the summer. Ben and May…they were really impressed by him. He was in college…he wanted to be a police officer. But…then…he offered to babysit and…he…"

Tony waited. He didn't want to know. Friday had accessed the documents from the trial but he hadn't read them…hadn't had time before landing on the balcony…but now…now she needed to speak and he would listen.

And she spoke. She told him. She described in halting, quiet detail what that man had done to her. She described a man that had started with making her touch him and had ended, on the fifth week of babysitting her on Saturday evening while Ben and May went out, with her curled up in her closet and screaming when May had tried to coax her out.

That's when May had gotten the full story. She hadn't told Ben until Skip had been arrested, too afraid of what her husband would do. And Tony liked to think that Ben would approve of whatever plan Natasha had cooked up.

He held her as she spoke, not interrupting. Just letting her speak. Letting her get it out. And when she was done, he wrapped the blanket around her and kissed her hair and let her cry for a long time…long enough that almost an entire episode passed unwatched on the TV.

"I love you, kiddo." He murmured, the words making his throat ache. He'd rarely said them to anyone. But this girl…she needed to know. "I love you so much. I'm so sorry…sweetheart, I'm so sorry he hurt you. You're safe now. It's all over. He's never going to hurt you again."

"That …that's what Ben…he said when Skip…when he went to jail but…but now he…"

"He's never going to find you. He's never going to hurt you again." Tony swore, knowing with every passing second that Natasha was making the right decision. They would wipe Penny's phone. Wipe the conversation from Skip. They would destroy Skip's phone…erase him from existence. Knowing Natasha, the police would assume it was a break in. Maybe a mugging. Or maybe he would just disappear. Tony was fine with any of these options.

When May arrived, she sat on Penny's other side and held her, making eye contact with Tony over her head.

"You don't have to worry about anything. It's taken care of." He assured her. May didn't ask questions either. She stayed all day, the three of them parked on the sofa, leaving only to get food or use the bathroom, finishing almost an entire season of Parks and Rec, watching the characters laugh and fight and flirt and struggle to do their jobs as, below in the parking garage, Nat, Clint, and Sam took a nondescript blue car out into the city.

Tony ordered burgers and milkshakes to be delivered, and in the meantime, he and Penny went down to the lab, the formula for her web fluid between them as they tried to make a way for it to last longer without making it any thicker and risk jamming her web shooter. By that time, Penny was smiling again. Relaxed. Just a little bit quieter than usual, but that was to be expected. May sat upstairs, relaxing with a glass of wine and waiting for the food to arrive.

As they were sitting down to a fast food dinner, Natasha was waiting in an alley, Sam against the wall beside her. There was a syringe in her hand. The man was already drunk, Clint has confirmed from his spot at the bar down the street. They were two blocks away from his Queens apartment where he stayed with a friend…barely two miles from Penny's apartment.

He'd sent the girl more messages on the phone that they now had. He'd told her that it was her fault he'd gone to prison. That he would visit her soon. It had cemented in Natasha's mind that this man would never see another child after tonight. Of course, she thought, she could just paralyze him. Put him in a coma. But that would make him someone else's problem. And she didn't think child rapists deserve second chances anyway.

Sam was the one to grab him as he came stumbling by, then Sam stepped onto the sidewalk, keeping watch. Clint came ambling by, and the two stood in front of the mouth of the alley, acting like work friends who'd run into one another. The struggle in the alley wasn't really much of a struggle, and the odd person that passed on the other side of the street or happened to drive by or glance out their window barely even took note of the two men talking, much less the dark alley behind them.

They took his wallet and phone. The fifteen bucks, Natasha would give to the first homeless person they passed on their way back to their car, along with the other twenty dollars she had on her. The ID and other cards, along with the wallet itself, she would burn at the tower, the ashes mixed with the compost that Pepper put on her little balcony garden. Penny wouldn't ask them any questions, not for another year or so, and even then, it would just be a confirmation on a day when Penny stopped by for lab day.

Natasha would be in the living room, and Penny would approach, nervous and a little pale. "He's…he's really gone, right?"

The spy would look up, taking less than five seconds to know exactly who Penny was talking about. "He's really gone."

Thank you for reading!


	32. Chapter 32

**Prompt: Deadpool finds Penny when she's in trouble and helps her.**

The first time Penny saw the man in red, she'd been living on the streets for almost a month. Her eyes were heavy as she sat huddled underneath her winter coat, her backpack clutched between her knees. Shivering and leaning her head back against the brick wall, she started to close her eyes when her senses went off, warning her that someone was watching her. With MJ's help, she'd done everything she could imagine to conceal her true identity. She'd started by bleaching her hair and letting MJ hack it off in a messy bob, and then her friend had given her a backpack full of her old clothes, most of them with hoods that would conceal her face…and keep her warm.

It wasn't until after she'd done all that that she'd realized no one in New York paid any mind to the homeless kids on the street. She could have just saved herself the trouble…it wasn't like her foster mother was looking for her. The woman had waited three days to report her missing…she'd said nothing to the person who had written the story about why Penny would have run away. She'd seen the newspaper article…troubled teen runs away from foster family. Luckily MJ hadn't believed the troubled part. Instead, she'd taken one look at Penny's tearstained face and had ushered her inside. Thankfully her mother hadn't been home, and so her friend had spent the whole evening helping her pack what she'd need.

Most of the things in the backpack, including the backpack itself, had belonged to MJ.

Once the weather turned cold, MJ had insisted Penny come over and sleep in her room. Her parents never went in there anyway. She'd also offered to lend Penny her textbooks so that she could keep up with school, and Ned had offered the same. They both knew why she'd run. Neither blamed her. Both wanted to help. But they were all just kids.

The man in red stood at the mouth of the alley, and Penny's senses twinged. She knew she should have picked a spot on the roof. But the air was colder, the winder harsher up there, so she'd thought she'd be okay in an alley for the night. Part of her wanted to go to MJ's or Ned's place…but the more she slept there, the greater her chances of being caught, and who knew what the police would do with a troubled teen runaway. So she gripped her backpack in her hand, ready to run. Ready to take to the walls and climb to the roof and then run…pull out her webshooters only half full of web fluid that she had no idea how she would refill and swing as far and as fast as she could.

But the man in red didn't approach her…only cocked his head and studied her. His mask had wide, black lenses, and on his back were what looked like swords. She didn't think he wanted to hurt her…then again, it wasn't like she could read his face. "You okay there, kid?" he called, crossing his arms. Penny turned away from him, just a little, and clutched her backpack closer. Most people gave up when she didn't answer them. When she wasn't friendly. Before all this, before she lost her last two living relatives and ran away from that woman.

Penny didn't know what they'd do if they caught her…if they'd send her back to that woman or if she'd have to roll the dice and end up with an even worse family. Or maybe she'd be taken in by a great person who would love her. She knew the foster system was full of great families that wanted to take in kids. Either way, she wasn't willing to risk it. Not with her secret identity to consider. She was, she figured, better off alone.

When she looked back at the mouth of the alley, the man in the weird mask was gone, just like she figured he'd be.

She knew that she was lucky, all things considered. The woman hadn't done more than hit her. Really, she thought as she made her way down the street the next morning, it could have been so much worse. It had started with a slap to the back of the head and had escalated and really, she asked herself, shouldn't she have just tolerated it? Stuck it out for a few years, or at least until she was sixteen and old enough to get a job? Maybe they could have learned to get along. Maybe it never would have gotten worse. And, she told herself, ducking into a local McDonalds to fork over the dollar to get herself a coffee, she was Spidergirl. At least, that's what the people on Youtube called her. She'd only gotten her powers a few months ago and after making herself a makeshift suit, she'd started trying to help people.

It all felt so silly now, so childish. So she'd given some tourists directions and stopped, like, two muggings. That didn't make her a superhero. Especially not now.

She took the cup of coffee outside to drink, grateful that in April, it was warm enough in the mornings that she didn't need to take shelter inside where people might look at her. Might question what a young teenager was doing out alone dressed in a somewhat ratty old hoodie and carrying a stuffed backpack. New York, though, was filled with young homeless kids that no one looked twice at, so, in that way too, she was lucky. As long as she stayed away from all the places she'd spent time in before. New York was a big city. She had plenty of hiding places to choose from.

She was lucky in her friends, too. MJ had flat out told her not to go back. "She's hitting you. That's not okay." She'd told her friend, voice a bit sharp.

"But if I tell someone …what if they just send me somewhere worse?"

She knew that MJ had wanted to tell her to report them to. To report every person that hurt her until she could find a safe place to live. To keep up the fight until the fight was won. But she must have seen the exhaustion and pain in Penny's gaze. Must have seen it in the way she'd sat on MJ's bed, head resting against the wall, eyes closing, one covered in a bruise and swelling shut.

"So you're running away?" MJ had asked instead, no judgment in her voice. And Penny had nodded. "Okay. We'll figure this out."

She was lucky that her friends both left their windows open, and that in the middle of the day she could go to either of their places, slip inside, and take a shower. Maybe grab a little food. She was lucky that they left folded dollar bills in envelopes every week they could, money for her to buy her own food or to top off the prepaid cellphone Ned had gotten her, a junky flip phone that let her text them when she was feeling particularly lonely.

Penny was lucky. Lucky that she could get clean and lucky she was able to hide and lucky that she was white and lucky that no one was looking for her, not really. But how long would her luck last? How long would Ned and MJ be able to help her?

After finishing the coffee, she went into a gas station, using the bathroom and washing her face, then filling her reusable water bottle in the sink. The water was only somewhat cold, but it was better than going thirsty. Then she bought the cheapest snacks she could, carefully counting out each dollar, then took her bag of food out and into the alley.

She needed to find a place to stay. A more permanent hiding place where she would be sheltered from the elements, at least a little. It had only rained a few times since she'd struck out on her own on the streets of New York, but she'd been able to sleep behind dumpsters, the lids open to give her a little shelter. Still, she'd gotten wet in the end. MJ had texted her, asking her to come sleep in her room, but Penny had assured her that she'd found a dry place.

MJ didn't deserve this burden of taking care of her. Neither did Ned. One day, she thought, they'd realize that. That, she knew, was when her luck would run out.

She zipped up her hood and pulled on her goggles, changing on a rooftop where she was pretty well hidden behind some crates, then strapped her webshooters on. Penny wondered if she could sneak into the school and make more. It wasn't technically stealing. She'd gone to school there. Had used their chemicals before and had been a top student. Surely, after everything, she deserved this. Still, as she scoured the city for a place to stay, stashing her precious backpack behind those crates and putting her phone and money in her pockets, she made sure to only use her webshooters when she had to.

No more tightrope walking or swinging for fun. She used them only when the distance between buildings was too much to jump.

People noticed her. They seemed to be more and more aware of Spidergirl, so she waved and stopped a guy from stealing an old lady's purse and guiltily accepted the crisp $10 bill the woman handed her with many whispered 'thank you's'. She saved a cat from a tree and stopped a group of older girls from pushing around a little boy, her stomach screaming in hunger all the while.

She was resting on a rooftop amongst some abandoned warehouses, taking a quick rest before choosing a place, when she saw him again. The man's feet clanged on the rooftop and Penny turned to find the man in the mask approaching, something in his hand. Penny jumped to her feet, ready to flee or fight, whichever she had to do, when he held up a hand.

"I come in peace, Spider…girl? Spider woman? Spider person?"

Penny was silent for a moment before muttering, "Spidergirl."

"Right. Here. They gave me extra and you looked like you might need it."

Penny stared at the bag, then took it, watching his other hand all the while. Inside were three cheeseburgers and a full sack of fries. She practically started drooling under the mask and lowered her face, blushing and glad he couldn't see. "You didn't have to…"

"Don't worry about. Catch you later."

And with that, he was gone.

Penny found a good hiding place in the upper levels over a warehouse so dusty it would have killed her pre-asthma-healing spider bite. The lower floors were full of trash and graffiti and the occasional sleeping bag, but the fourth floor, which was little more than a walkway filled with decaying boxes, hadn't been touched in a while. The stairs had rusted away into a tetanus-promising mess, and she'd had to climb the wall for two floors to get to her new hiding spot. There was no access from the outside, the windows were barred, and the roof was mostly intact.

Home sweet home.

Over the next few days, Penny acquired a blanket (MJ), a sleeping bag (Ned) and a pillow (also Ned) and made her little nest behind some boxes, making sure to keep out of sight from the people down below. Sometimes they had fires in metal barrels, and Penny would smell beans or canned ravioli cooking, but she never joined them. Instead, she texted her friends that she was okay, flipped through the books they'd lent her, and tried not to think about the looming four years ahead of her.

She would run out of luck. Her friends would stop caring or she would be caught or the warehouse would burn down, along with her and her backpack and the $42 she'd managed to save up. This couldn't last forever.

Penny was stopping a mugging when it happened. She'd done this a thousand times. Or, that's how it felt. The man's briefcase had been stolen and she chased the mugger into an alley, not seeing the second man until the last minute. Maybe it was because she was so tired, or because she hadn't eaten in hours.

Either way, the knife plunged into her side and then she was on the ground, mouth open as she gasped for air. Penny placed a hand on the ground, knees aching from where they'd slammed into the concrete, one hand pressed desperately to her side. No…no, this couldn't be happening. No. Her brain refused, even as the men ran away, briefcase still in tow, and she tried to push herself to her feet but she only stumbled forward, crumbling once more and collapsing.

Penny pressed as hard as she could, closing her eyes and feeling tears run down her cheeks under the mask. "No," she whispered, voice breaking. "Please, no…". No matter how hard she pressed the blood kept flowing from the wound, and it wasn't too long before she couldn't press down any more…couldn't keep her eyes open.

And then hands were yanking off her mask, but all she could do was sob and turn her face away. "Hold on. Shit. Fuck! Just…give me a second, Spidey." Opening her eyes, she found herself looking up at the man in red who was kneeling over her, hands pressed to her side. "Any chance you have a mutation that instantly heals all wounds and keeps you from dying, possibly acquired in a lab while being tortured by a sadistic dick?"

"What?" Penny asked, shaking her head a little as she did her best to keep up with the conversation. She knew those words. She was smart! But none of them made any sense when put together.

"Yeah, didn't think so," He grumbled, then pulled her sweatshirt up and pressed something to her side, not even flinching when she screamed. "Tell me about it," He agreed, then used what felt like tape to keep something in place before scooping her up. "Come on. Time for a field trip."

Penny wasn't aware of where they were going. All she knew was that he was holding her, and then they were sitting, and then there was another voice. "What the hell?"

"Oh hey Iron Man." Arms wrapped around her, picking her up again. "I heard you were looking for this." There was a long pause, and Penny thought about opening her eyes but ultimately decided against it. Her side still ached, and breathing still hurt, so she thought that maybe if she got some more sleep, this problem might take care of itself.

"What did you do to her?" The other voice demanded.

"I saved her life. You're welcome." Came the level reply. "So. You're the leader of a band of superheroes. She's a super-powered vigilante. You have what I assume is an above-average number of guest rooms, she's a homeless runaway. It's like a platonic match made in heaven."

"Deadpool…"

Suddenly, the man holding her went a little quiet…and much more serious. "Look, Stark, this kid has been homeless for almost two months, and she's still trying to help people. That's right up your alley. Today, she got stabbed for it, and I've been trying to watch out for her, but I won't always be around to keep an eye on her. She needs someone doing that full time. Who better than Tony Stark himself?"

There was a pause, but then the other man, the one the man with the mask had called 'Tony Stark' which made no sense because why would he know Iron Man, spoke. "Come on. Quick. Get her inside." He urged then, and it all blurred. Someone touched her side and she screamed, throwing her head back and begging them to stop, but another hand touched her hair.

"Hey, hey…Penny? It's Penny, right?"

She finally opened her eyes and found herself looking up at a ceiling, and at a man she'd only seen on TV. "You…you're…". She tried, her voice a croak, but Tony Stark shook his head, his hand resting on her head.

"It's okay. I'm Tony. Your name is Penny?"

She nodded, gasping when something else touched her wound, but he moved closer before she could turn her head to figure out what was happening.

"You're in my tower, in the medbay. You're going to be okay. I have some doctors here and they're going to help you." He spoke in a calm, measured voice, but his hand on her hair was gentle. It moved after a moment, wiping her cheek. "I've been looking for you, Spidergirl. Wanted to see what you thought about hanging out with the Avengers. You know we're always hiring."

She couldn't quite make sense of all his words, but they were gentle and soothing and her eyelids were drooping.

"You can sleep, kiddo. You're safe."

"Don't…don't tell her…". Penny begged with the last of her consciousness, fighting to stay awake just a little longer. "Please…sir…". She reached out for him, managing to find his sleeve and grip it.

"Don't tell who?"

"She…she hit me. If she finds out…"

"Are you talking about your foster parent?"

Penny nodded, more tears falling. "I'm fine. I can…just four more years and…"

Mr. Stark's eyes went hard for a moment before he gave her a gentle smile, his hand gripping hers. "Hey, don't worry about that right now. I'll take care of it. You just get some rest."

And, with his hand holding hers, she did.

Mr. Stark was the only one at her bedside when she woke up, phone in hand, expression solemn. "Hi. How are you feeling?" He asked first thing, watching as she sat up a little, her hand ghosting over her side which only ached a little now.

"I'm…I'm okay." She whispered, watching him warily. "Where am I?"

"You're at the Avengers Tower. A private room in the medbay. You've been here since yesterday, but the doctors all say you're out of the woods now."

Penny just blinked at him, trying to remember. Surprisingly, she wasn't hungry, which was usually her first thought in waking up. She felt well-rested and comfortable. Warm. Almost safe. She knew that she'd been stabbed, and that the man in the red mask had saved her. Bu…had he just dropped her off at Iron Man's house?

"Here." Mr. Stark grabbed a pitcher from the side of the table and poured her a glass of water that she downed. "I looked into you." The words almost made her choke, but she swallowed hard and managed not to. "Penelope Parker. You go by Penny. Best grades in your year, almost in your school…until you went missing two months ago."

Dropping her eyes, she made herself a little smaller, bringing her knees up and crossing her arms.

"You went missing three and a half weeks after being put in a foster home."

Penny's eyes got hot but she still refused to look up.

"You said she hit you."

"I should go."

"Woah." Mr. Stark put a hand on her shoulder before she could swing her legs over the side of the bed, his other hand held up in surrender. "Hey, if you don't want to talk about it, I'm not going to make you. Promise. And you don't have to go back. No one is going to make you go anywhere." He hesitated, then gave her a sheepish look. "Actually, I was going to ask if you wanted to stay here. I mean, I already have my lawyers figuring it all out, but I wanted to ask you first."

"Stay here?"

"Yeah. I've got the room. I'm not saying I want to be your parent or anything. I mean, your terms, kid. If that's what you want…". He trailed off but gamely pressed on. I got permission to take you in. Get you back in school, all that."

Penny blinked, heart filling with hope that she knew was dangerous. "You…you mean, I can…I can stay with you?"

"Yeah." He cleared just throat, then lost the color in his face when she couldn't hold back a sob, a hand flying to cover her mouth. "Woah, um…hey, don't…". He tried, putting a hand on her shoulder.

"I'm sorry,". She started, ignoring him when he shook his head. "You really don't have to…"

"Hey. Look at me a sec.". He ordered, and she did, her face turning up to his on autopilot. "I'm not saying that I'm going to be any good at this, or that I'm going to win any parenting awards. But you deserve a safe place to live, Penny. I can give you that. How about we start there, huh?"

She sniffed and accepted the tissue he held out, wiping her face and blowing her nose and feeling, in general, like a mess. "I'm sorry…"

"Hey, no need to apologize, kid. You're going to be fine. We can talk logistics later. For now, how about something to eat?"

The next time Penny saw the man in the red was nearly three months later.

She was in her new suit, the one Mr. Stark had made for her not two days after she'd woken up and moved permanently into a room on his floor, and had just stopped a grand theft bicycle. She'd wandered up to a nearby rooftop and had sat down for a moment to text Mr. Stark that she was on her way home, when he joined her.

"Hey there, Spidey." He greeted, dropping onto the roof beside her and handing over a sack of food.

"Hi. I never caught your name."

"Wade." The man held out a hand and she took it, pulling her mask up over her mouth so that she could take a bite of the burger.

"Penny."

"How are things with Stark?"

Penny thought back over the last three months… of moving into a bedroom full of new furniture and new things and new clothes. She thought about school, how everyone had stared for a while, but how Ned and MJ has stuck by her. She thought about movie nights with her friends at the tower, and how, slowly but surely, it felt like she and Mr. Stark were figuring out how to be a strange, unconventional, happy little family.

She thought about the nights she woke up, heart racing and tears pouring down her cheeks as nightmares of her aunt and uncle, or the foster home, or sleeping on the streets faded away, and how at first, Mr. Stark would just bring her a glass of water. She thought about the week before, when he'd sat beside her on the bed instead, pulling her into his arms and kissing her forehead.

How he told her that everything was okay. That he was there. That he had her now.

"Things are…they're great. Thanks."

And, pulling his own mask up to his nose, he grinned and took a bite of his burger. "Good to hear."

 **Thanks for reading!**


	33. Chapter 33

**Prompt: Penny and Peter switch places**

Penny placed her hands on the concrete, groaning in pain when she tried to push herself to her feet. Her knees ached, and her whole body was filled with a strange soreness that made her head spin. Why did she hurt so badly? What had happened? Pushing herself to her knees instead, she swayed and looked around, bringing a suit-covered hand up to her head. It came away sticky, and she flinched at the sight of the blood on her glove. Swearing under her breath, she tried to push herself upright again, head swimming.

Finally, she managed to press her hand against the brick wall to her side and pull herself to her feet. "Karen?" she asked, resting her head against the wall.

"Yes, Penny?"

"Good…what happened?"

"I believe you were in a battle with a wizard."

Penny remembered, the knowledge hitting her as hard as the beam of light the wizard had sent her way. Had Mr. Stark been there? She rubbed the side of her bleeding head, the memories fuzzy and painful. "Where am I?" she asked, leaning heavily against the brick wall, fighting the urge to pull her mask off.

"You are approximately two blocks from the tower."

Sighing in relief, Penny pulled herself up by her hands, the whole world spinning around her, but she needed to get to Mr. Stark. Maybe he could call Dr. Strange and figure out what the man had done to her. Feeling the blood drip down her cheek, she made it to the roof, then jumped, swinging the two blocks to the tower, then clinging to the window that she knew led to Mr. Stark's lab.

"Karen? Can you get Friday to let me…" She gasped as the window swung inward, sending her tumbling. Usually she would have caught herself, but the blood pounding in her ears made it all so much harder, and she found herself on the floor once more, head pounding so painfully that she couldn't get up…couldn't tell up from down.

"Kid?" Mr. Stark called, and she heard his approaching footsteps. "You okay?"

She couldn't answer…couldn't see straight or stop herself from gagging.

"Woah, easy buddy," he murmured, kneeling beside her, a hand on her back. "You're okay. Take a breath."

She swallowed bile and tried to lift her head but failed. "Mr. Stark? There was…a wizard…"

The man stiffened at her words, and when she glanced up at him through the lenses of her mask, she thought he looked pale, the blood drained from his face. A hand slipped under her chin, easing her mask off, and the last thing she knew was his wide eyes, hand recoiling.

And then she was surrounded by blackness.

When Penny came to again, she was on her back, and there was something on her finger. Grimacing at the residual pain in her head, she started to sit up, then froze when she saw Mr. Stark standing in the doorway, looking grim. Letting herself lay back against the pillow, she glanced at the little clip on her finger, then at the monitors at her side. "Mr. Stark?"

"What's your name?" The tone was strange. Was he angry? Had she done something wrong?

"Penny Parker," she told him slowly. Was he just testing to make sure she was okay? The last time she'd been seriously hurt, she'd woken to his hand on hers. His gentle, worried smile. A glass of ice water and pudding.

Now he stood on the other side of the room.

"What's the date?"

She rattled it off, hesitant. "Mr. Stark? Did…did I do something wrong?"

He looked away from her, something strange on his face. "I need to make a call. See if I can get Strange over here."

"Oh…um, okay. Do…do you want me to go? Or should I call May?"

"No. I'll just be a minute."

Mr. Stark left the room then, leaving her feeling cold and alone. She pulled the blanket up, sniffing a little and trying not to cry. It was the concession, she reminded herself, making her so sensitive. Something was going on. Something weird. They just needed Dr. Strange to fix it.

The next time Mr. Stark came into her room, he was followed by Stephen Strange. She gave the man a weak smile. "Hey, Dr. Strange. Sorry to bug you."

The man just stared at her for a moment, then glanced back at Mr. Stark. "Have you been able to contact Peter?"

"His phone goes straight to voicemail." Mr. Stark sounded tense. Afraid. And Penny wondered who Peter was.

"Your name is Penny Parker?" Dr. Strange clarified.

She blinked, looking from him to Mr. Stark. "Yes…we've met…remember the wizard thing last month? The guy with the…" She waved her hands in an approximation of what the wizard guy had done, and the doctor softened.

"I apologize for not explaining myself better, Miss Parker. We have not, in fact, met before. I believe that you were pulled from another universe…and that our version of yourself was sent to that universe."

She stared at them, feeling her stomach clench. "What? Mr. Stark…you…you know me. Right?" she practically begged, turning to the man she'd known for two years now. "We worked together in the lab last weekend! We…we were working on that old car and…" Penny's voice broke, and that's when he finally looked at her, approaching her bed and sitting in the chair at her side. "You know me."

"I'm sorry, kiddo," he murmured, shaking his head. "I think…whatever that wizard did sent you here and took Peter away."

"Peter? Wait…Spider-Girl is a boy here? You guys have Spider-Boy?"

Mr. Stark smiled. "Spider-Man."

She wrinkled her nose, but she couldn't deny the relief. He wasn't angry with her…he wasn't even her Mr. Stark! "Sounds weird."

He snorted, and Doctor Strange took that opportunity to come closer. "According to the blood sample, you and Peter share nearly identical DNA…more than fraternal twins, but not quite as much as identical twins." He studied her for a moment, and she found it hard not to feel comfortable with them. They were Mr. Stark and Dr. Strange…just not her Mr. Stark and Dr. Strange.

"It's going to take me a few hours to reverse this. I'll have to figure out which spell he used." The wizard turned to Mr. Stark. "Would you like me to take her to the sanctum while I work?"

Penny watched Mr. Stark…watched him turn to her, meeting her wide eyes, then sigh. "Are you sure Peter's okay?"

"I'm sure he's having a similar experience to Penny, but I can't be sure. Do you have any reason to think that another version of yourself would ever hurt him?"

He stiffened. "Of course not!"

"Well then, Peter should be fine. Would you like me to take our guest?"

"No…she…she can stay here." Mr. Stark waved a hand, and then Dr. Strange was gone and Penny was alone with Mr. Stark. But not her Mr. Stark. This man didn't know her. Had never seen her before. He knew a boy named Peter.

"Is it all the same, do you think?" Penny wondered, hands clasped in her lap. "I mean…you and Peter and me and…and Mr. Stark?"

"I don't know. Maybe."

She swallowed hard. "Do…do you think Mr. Stark…my Mr. Stark, is worried?"

He looked up at her, then smiled a little, placing a hand on her shoulder. "Yeah, kiddo. I'm sure he is."

It took almost four hours for Dr. Strange to appear again. In the meantime, Mr. Stark fed her dinner and asked about her life. But she could tell that he was worried. That he was thinking about Peter. And she wanted her Mr. Stark. The man who had become something of a father to her. She asked about him too. About Peter. She wanted to know what that version of her was like. Penny could see in Mr. Stark's eyes when he talked about Peter that he loved him. That Peter was like a son to him, just like she was a daughter to her Mr. Stark.

And then Steven Strange returned, appearing in the living room through a portal and explaining that he was going to open a new portal that Penny and Peter would both pass through. There was a lot more to it…magical mumbo jumbo to Penny, but she didn't care. She just wanted to go home. So she pulled her suit on over her clothes and watched as Doctor Strange opened the portal.

At first, there was just a light. A bright, painful-to-look-at light. And then a circle. A portal. And she was looking at a boy. He was her age, with short brown hair, his mask clenched in his hand, wide brown eyes staring into hers. It was strange, almost like looking into a mirror…but she wasn't. He was her, but he wasn't. The boy blinked when she did, and then his Mr. Stark came up behind her, her Mr. Stark coming up behind Peter. As Penny and Peter stared at each other, both men spoke at the same time.

"Pete?"

"Pen?"

They both stepped forward then, attention shifting to their own Mr. Stark's, glancing only briefly at one another as they passed through the portal, fingers brushing, shoulders almost touching, the contact making something in her chest tighten…and then she was in Mr. Stark's arms. Her Mr. Stark. The man who was like her father.

"Mr. Stark…" she whispered, face hidden in his shoulder, and Mr. Stark held her tightly, a hand pressed to the back of her head.

"Penny…kiddo…" He pulled away, hands clenching her shoulders. "Are you okay?"

That was her Mr. Stark. She was home. With a relieved sob, she nodded, throwing herself back into his arms.

She was home.

 _ **Thank you for reading!**_


	34. Chapter 34

_**Prompt: A mermaid AU**_

Tony Stark stood on the dock, staring out at the ocean where he would soon be living once more, a cup of coffee from Pepper Potts in his hand. The heat from the cup helped warm him in the cool morning air, and he found himself glancing back over his shoulder at the inn where Pepper still slept. It had been three months since he'd last seen her, and part of him wanted to stay. To give up a life at sea and give settling down another try.

Another part of him remembered his daughter and the wife that had left him and wanted no part of that ever again.

His ship bobbed up and down with the gentle waves to his right, a relic left to him by his own father. The man who had insisted that Tony was never meant for family life. That he would follow in his father's and grandfather's footsteps and live and die out on the open waters. To his right was a rocky slope that led straight down to a stretch of sand at least five miles long. The sand was coarse and filled with rocks, and being on dry land felt strange to him after so long away, but he knew that Pepper would want a walk on the beach with him and he would give it to her.

Pepper's neighbor, Dr. Helen Cho, called out a good morning to him, and he waved, taking a sip of the hot, black coffee. It wasn't as strong as what he usually drank, but it would do the job.

He turned away from his ship and the open ocean to look down at the sand instead. No use thinking about the things he couldn't or wouldn't change. Instead, he tried to see if he could spot any wildlife. Seagulls squabbled in the air, crying out at one another and then flying away in groups. He thought he saw a crab at the very edge of the beach, the waves washing gently over the spot of red that seemed to fade…and then fade some more. Tony frowned, stepping closer to the edge of the dock that swayed familiarly under his feet. There were multiple spots of red. Not crabs…blood. A trail of led his eyes from the ocean to the very edge of the dock…where, if he leaned down and peered over the edge, he found a girl.

The girl lay on her side, blood running from her temple and pooling around her head, soaking her long, curly brown hair. Tony looked around…the girl was a teenager, at most. Had she been attacked? Where was her family? He hurried back to the mouth of the dock, then made his way down the rocks toward the sand, careful not to catch his foot on a rock and risk turning his ankle. The sun was just coming up, but still…how had he missed her? Why hadn't he looked down?

He was just about to step onto the sand when he froze. There was something caught in her stomach…a harpoon. The top of a harpoon protruded from her stomach, the wood splintered right under the hook. Swallowing down bile, he stumbled forward once more, jumping from the rocks to the sand and feeling the world sway underneath him despite the fact that he was now on dry land.

Then, for the second time, he froze.

The girl wore a top of strange fabric that wrapped around her chest and left her shoulders bare, but just below the wound on her stomach, where her thighs should have started, was a thick, red tail that tapered off into a red and blue fin. Black, shimmery lines wove their way through the other colors, and tipped off the very edge of her fin, glowing just a little in the darkness under the dock. He stared at it for a very long time before remembering himself.

She was hurt. No matter what she was…she was hurt. Tony wasn't going to let a little girl die. Not again.

The girl was still until he took a step forward, boots sinking a little in the sand, and then she jerked awake, wild eyes finding him, and she started to sit bolt upright, only to give a strangled scream, a hand clutching her stomach. "Woah…hey…hi," he murmured, hand raised in surrender. She watched his hands, shrinking away when he took another step. "Not going to hurt you. Just wanted to see if you were okay." What a stupid thing to say, he thought. Of course she wasn't okay.

Her breathing sped up, and she tried to inch away, pushing herself backwards on the sand for a moment before the pain must have gotten to her and she collapsed once more, blood soaking the sand underneath her.

"Okay…so you're not okay. But…just…let me help?" He took another step and she showed her teeth, hands clenched into fists. "Please…I can help you. I know it hurts. Just let me help. Please."

As soon as he was within reaching distance, she took a swing at him, but her movements were weak and uncoordinated, and he caught her wrist easily, careful not to squeeze. "Shh, it's okay. I won't hurt you. I want to help." She just stared at him, huge brown eyes brimming with tears. "Can you, uh, do you understand English?" He spoke haltingly, putting a hand on her shoulder and easing her onto her back. She'd stopped fighting, but he didn't know if that was because she was going to trust him or because she couldn't fight anymore. Her eyes had turned hazy, lips trembling as she closed her eyes.

Then, to his surprise, she nodded.

"You can understand me?"

Another nod.

"Can you speak?"

"Yes." Her voice was ragged, and bordered on a sob, the sound reminding him of his own daughter…of the little girl he'd only had for six years. Tony's heart nearly broke in his chest, and he squeezed her shoulder.

"Good. That should make things easier, huh? My name is Tony. What's yours?" Fingers prodding gently, he tried to get a better look at the harpoon. But he wasn't a doctor. What did he know about wounds like this? The girl flinched under his touch, a tear escaping her closed eyes and running down her cheek to join the blood in the sand.

"Penny."

"It's nice to meet you, Penny. Gotta admit, I thought mermaids were just stories. I'm not too sorry to be proven wrong." He tried to smile at the girl who seemed to be losing color by the moment, but he was sure it came across as more of a grimace. "Is it okay if I pick you up? I have a friend…a doctor. She can help you." He actually had no idea if Doctor Cho could help this girl, but he'd be damned if he was going to leave the poor thing to die out here.

Penny didn't respond, just groaned when he slipped his arms under her, careful not to jar her too much. So he lifted her, surprised to find how light she was…and how hot her skin felt under his hands. As carefully as he could, he made his way back up the rocks, starting to shout for Helen, then stopping himself. Surely the girl didn't want the whole town to know who she was…or what she was. So instead, he turned toward his ship, glancing down to check that the harpoon hadn't shifted only to find her dull brown eyes on him.

"You're okay. You'll be okay. I promise. Can, uh…can you breathe? Outside of the water, I mean?"

Penny nodded again, eyes drifting away from him to watch the sky as he practically sprinted down the length of the dock to the gangplank of his ship. Turning into the room he slept in, he lay on top of the perfectly made bed, a skill taught to him and then rigidly enforced by his father, then straightened, hovering just a little as she continued to stare straight ahead, hands limp at her sides.

"I'll be right back, okay? I promise!"

And then he was running. Fast as he could. Feet pounding on the dock and then the uneven stones of the street, he raced up the path to Dr. Helen's home, skidding to a stop and pounding on the door. She'd been on her back porch only a few minutes ago…surely she was home!

The woman opened the door, interrupting his pounding, an eyebrow raised. "Tony? What…"

"I need your help! There was a girl…she's hurt! I took her to my ship!"

Helen didn't hesitate or ask any questions. Instead, she ducked out of sight, then reappeared with a black leather bag in hand, then gestured for him to lead the way.

He almost warned her before they stepped on the ship…but she'd think he was mad. Instead, he threw the door to his room open and Helen, to his surprise, only froze for a few seconds before hurrying inside, dropping her bag onto his makeshift bedside table and pulling it open.

"Get me boiling water. And towels."

And so the rescue began.

It was three solid hours of work, the two of them cooped up in the increasingly warm bedroom, as Helen fought to stop the bleeding, remove the harpoon, and lower the girl's fever. Finally, though, by midmorning, the girl was resting easily, new bandages wrapped around her stomach and head, fresh sheets having been placed on the bed and the old ones thrown into the fire. Helen grabbed an extra sheet and draped it over the girl, pulling it up to her stomach, only the black and blue tip of her fin showing at the edge of the bed, and then the two stepped outside, leaving the door open, and sat down heavily on the dock.

"A mermaid," Helen whispered, turning to Tony with wide eyes, all of her composure disappearing.

"It appears so."

"You found…a mermaid?"

He nodded, placing a hand over his mouth and wondering, in all the confusion, where his coffee had gone. He sure could have used some.

"But…that's not…they're a myth, Tony. And even if they're not…surely…"

"I know."

They sat here for a long time, Helen staring at the ocean as if waiting for another mermaid to appear, Tony wishing for coffee and wondering what the hell he was going to do. But the town was stirring, and Pepper would be out soon. The woman only slept in on Sundays, so in that respect they were lucky, but her cook and her boarders would be up, so Tony needed to check on the girl, then go talk to Pepper.

Helen stood before he did, holding out her hand to him. "I'll check on her. You talk to Pepper. Are you going to tell her?"

"Yes…I have to. Right?"

Helen only looked at him, an eyebrow raised, and he gave a harsh sigh.

"I'm going to tell her. Only her. We'll both come back and see if Penny will talk to us."

"She has a name?"

"Of course she does!"

"Is this a name you gave her or…"

"No. She told me," Tony explained. "She was coherent for a few moments. Apparently she can understand English. And speak it."

Helen stared for a moment, then nodded, apparently taking this in as well. "Alright. Well, bring Pepper back here and we'll all try to decide what to do."

Tony agreed, turning back toward the inn and wondering if he could get more coffee when Helen's voice made him pause in his tracks. "Tony! Tony! Come here!"

He ran for what felt like the hundredth time that morning, heart clenched in his chest, mind racing. Surely…surely the girl hadn't…she had to be okay, right? She'd been looking better, the wound wrapped in fresh gauze and…Tony stepped into the bedroom, Helen stood at the foot of the girl's bed, face waxy in the candlelight, but Penny seemed to be sleepy just as peacefully as before, face having regained some of its color. He stared at her face, then let his eyes trail down to the bandages on her stomach. They were still clean. He started to ask Helen what the hell was going on when his eyes landed on her's, then followed them down to the edge of the bed. Where the fin had been hanging off the bed were two pale feet.

"She was…Tony…she was a…"

"A mermaid, yes," he agreed, nodding vigorously, mouth slack in shock. He could still remember the warm, dry scales under his hand, the texture more like a snake than a fish.

"But…her fin…she's…"

"Yeah."

It would be hours before the girl woke. Hours before a frightened Penny haltingly explained that mermaids could change, could look like humans at will, and often did when they'd been out of water for too long. Hours before she told them her story, about a man hunting her and her family…about being along for so long now.

And it was then, with those words, that Tony knew he would never let anyone hurt her. Never again.

He'd almost given up on having a family, and then the sea had delivered one to him personally. That wasn't a sign he was willing to ignore, his father be damned.

 _ **Thank you for reading!**_


	35. Chapter 35

**Prompt: May's Abusive Boyfriend**

Penny could handle Jeffrey.

Ben had taught her to throw a punch and shoot a gun. He'd taught her to always stand up for herself to bullies and to protect the people that she could. Then she'd been bitten by a radioactive spider, gained superpowers, and been given a superhero suit by Tony Stark himself. She took down bad guys on the streets, stopped muggings and bank robberies and grand theft bicycles, and had once stopped a costumed villain called the Vulture from stealing all of Mr. Stark's tech.

She trained with the Avengers on a weekly basis. Including the Black Widow. Natasha Romanoff had praised her only two weeks ago for throwing a 'decent' punch and for 'not being the worst opponent.' Steve Rogers had taught her to box. She regularly sparred with Thor. The Thor. God of Thunder. She had webbed Bucky Barnes and Sam Wilson to the ground in an airport only a few minutes after meeting them.

Jeffrey was a human. A normal human. He worked in an office. Sure, he drank a lot and used his stupid dumbbells every day, but Penny could still take him.

So she didn't understand why she hadn't.

At first, she'd assumed that May wouldn't let him stay around long. Sure, he was nice enough to May, but he was kind of rude, and more than a little patronizing with Penny especially. But lately, May had been distracted. She'd been going in for extra shifts and working longer hours, leaving Penny with Jeffrey, who had all but moved in, for longer and longer stretches of time. She mostly ignored him, knowing that if he started to bug her, she could just leave. Go to the tower. Or to Ned's. Or MJ's. She could lock her door. Climb to the roof and swing away.

It started with comments when May wasn't around. Penny ignored them. Suggested to May that he was kind of rude. May had seemed concerned, but for the wrong reasons. "Is it too soon?"

"What? No! I mean…I understand if you want to date someone else but…"

"Because I get it. If it is. Too soon, I mean."

"It's not! He's just kind of a jerk sometimes."

"Did he do something to you?" May had asked then, dead serious, and Penny had shaken her head.

"No! I just…he said something snarky about me working with Mr. Stark."

May had relaxed a little. "He was probably just kidding, sweetie. You're just not used to each other yet."

He'd smacked her once. It had been a Monday morning and she'd been late for school. May had been at work and Penny had called him a freeloader. After his hand had made contact with her face, she'd just been…stunned. Humiliated. He'd just slapped her. No one had ever slapped her! SHe had wanted to slap him back. Shove him away. But she was a superhero and superheros didn't do that. She'd tell May…she'd…

What if May thought she was lying? What if she thought Jeffrey was just joking around again? What if she thought Penny was making it up because she didn't like him?

Penny stopped spending as much time at the apartment, which was fine. She had plenty of places to go, and now more time than ever to patrol. Which was great. Everything was fine. She would just ride this out and May would finally start spending more time at home and she would realize that this guy was an asshole and he would be gone. Everything was fine. Perfectly fine.

It had to be. May cared. Of course she cared. Penny didn't blame her for this. Not at all.

She didn't mean to call him an asshole. Not to his face. He was one, sure, but she was trying to avoid conflict with him. He just so happened to be in the living room when got home from school, backpack slung over her shoulder, stumbling upon the huge mess in the kitchen.

"Clean that up, would you?"

"You made the mess. You clean it," Penny snapped, rolling her eyes and heading for her bedroom.

She heard him stand, and her stomach clenched in anticipation. She knew that she could take him. That she could knock him on his ass, no problem. But part of her still didn't quiet believe this was happening. That May had really let this guy into their lives.

"You'd better watch how you talk to me," he growled, taking a threatening step forward. She told herself that she wouldn't let him hit her again. That she would fight back. She was Spidergirl. This guy was just some random asshole. She didn't have to take this. This was her house!

"You don't live here, asshole! So…"

The shove came so fast…she could have stopped him. Could have pushed him away. But she found herself on the ground, studden, back aching from the impact against the counter. Then his foot came back, and she started to jerk away on instinct, but it slammed into her side, forcing a choked scream out of her mouth. "Bitch!" He screamed it, and when he started to kick her again, she caught his foot easily, yanking hard and sending him sprawling.

Jumping to her feet, Penny grabbed the front of his shirt, shaking him hard and throwing him against the ground before holding him there. "You better get the hell out of my house, asshole! And don't come back!"

He was stunned, mouth open, eyes wide, and she left him there, fighting tears as she slammed her bedroom door.

Avengers training was the next day. When she'd woken up for school that morning, she'd been glad to see that the asshole was gone, and that she was free to get ready alone. May was still at work, but she knew her aunt would be home that afternoon. Penny wasn't looking forward to facing her…but that man had hurt her! She'd had every right to fight back! Right?

All day, her ribs shifted painfully, reminding her over and over that she probably needed to take it easy, but that wasn't an option. Not when she had training and, most likely, sparring with Steve. Mr. Stark tended to sit training out, choosing instead to work in the lab with Bruce. Today was no different, and she was grateful when Happy dropped her off at the tower and she headed inside, finding Steve, Thor, Wanda, and Natasha in the training room.

"Bucky and Sam are out on a mission, and Rhodey and Bruce are with Tony in the lab, so it's just us today," Steve told her as she stepped into the room, dropping her backpack on the floor and flinching when her side gave a painful twinge. "Penny, you're with me. Wanda and Natasha are going to be working on her magic. If you beat me, you get to spar with Thor."

Thor grinned from his spot in the corner, and she snorted, reminding herself at the last minute not to stretch her arms over her head…or to stretch at all. All she had to do was get through training, and then she had two days to rest and let her ribs heal. So she stepped onto the mat and brought her fists up, keeping an eye on Steve's feet as he shifted. He would attack first. He always attacked first.

For a few minutes, everything was fine. She was able to move carefully, making sure not to move her side too much, and although he gave her a few strange looks, Steve didn't say anything. And then she got sloppy.

"Geez, kid. Get your head in the fight already!" Natasha called, sounding unimpressed, and that distraction was enough of a window for Steve to bring his foot up, kicking her right in the ribs.

Penny's legs buckled and she let herself fall, the pain too intense for her to do anything but scream, dropping onto the mat. Steve swore, dropping to his knees at her side, Natasha half a beat behind him. "I didn't hit her that hard…" Steve muttered, and she heard Wanda and Thor approaching too.

"Move…let me see," Natasha ordered, and she felt the woman lift her shirt as she fought to breathe, teeth clenched, breaths coming in harsh pants, every single one making her side hurt more. "Did you get this on patrol?" Natasha demanded, her hand bracing Penny's shoulder as she tried to compose herself.

"Um…it's fine. I'm fine…" she tried to say, but when she opened her eyes, she saw Steve shaking his head.

"Not fine. You've got at least one cracked rib, and it's going to heal wrong if you don't lay still. Friday, get Bruce down here! What happened? When was the last time you patrolled?"

"Penny last patrolled two days ago," Friday put in helpfully from the ceiling. "And this injury was not received while wearing the suit."

Penny glared at the ceiling, then shook her head. "It's fine. I'm okay. I can…" She started to sit up but found herself stuck when Steve didn't lift his hand.

"Penny, how were you injured?" Thor's voice was soft as he knelt beside her, nothing but concern in his eyes, and she sighed. How was she supposed to lie to Thor? Especially when Friday was apparently ready to call her out?

"It's no big deal. May was dating this guy and he…" Steve's eyes widened and she hurried to go on. "But it's fine. He's gone now. I…I told him to leave. Not to come back. It's fine."

"Your aunt's boyfriend…what, hit you?" Wanda asked, horror in her voice, and Penny gave a wry smile.

"Kicked me. But it's fine. He's gone."

"Penny…that's not fine." Steve spoke slowly, voice soft, and he and Natasha exchanged glances before the woman stood, Wanda along with her. Thor slipped a hand under her back and helped ease her up, Steve on one side and Thor on the other. Together, they walked her over to the bench on the side of the room.

"I'm going to get some dinner started," Wanda excused herself.

"I'll get you something to drink." Penny nodded at Natasha and Wanda, feeling her cheeks burn. She didn't want to be the center of their attention. Didn't want them to worry about her or pity her.

"Tony and Bruce are on their way," Friday informed them just as Thor sat on her other side, he and Steve flanking her.

"You don't have to get Bruce. I'm fine."

"He needs to take a look at your ribs. We have to make sure they aren't broken, and if they are, we have to make sure they don't shift. You'll need to be on bedrest for a few days to make sure they heal correctly." Penny sighed, dropping her head against the wall, and then he spoke again. "Penny…did you tell your aunt that her boyfriend was hitting you?"

"He wasn't…he only hit me once or twice. It was fine. I'm Spidergirl…I can take Jeffrey."

"Did you tell your aunt that you didn't like him?"

"I…I told her that…I told her that he was a jerk. But…she's been really busy and…" Penny shrugged. "It was fine. I took care of it."

"You shouldn't have had to take care of it," Thor told her, his voice nearly a whisper.

"It's fine."

"It's not fine, Penny," Steve murmured, leaning in, and Penny felt the tears prick at her eyes. She'd known that. She knew that it hadn't been fine. Why hadn't she tried harder to tell May? Why had she just let all of this happen?

"It's my fault," Penny whispered, not meeting their eyes. "It is. I knew he was a jerk and I didn't try hard enough…"

"That isn't your fault. You're not responsible for the men that your aunt dates. But if one of them hurt you and you tell her…"

"I didn't! I didn't tell her that he hurt me. I just…" Penny shrugged. "I thought it was no big deal."

"You should always be safe in your home." Thor placed a gentle hand on her shoulder and Penny closed her eyes, letting him pull her just a little until she was resting on his shoulder, and that was how Tony and Bruce found them a minute later.


End file.
